Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Deficit

v3.20.2
Stockholders' Deficit
9 Months Ended
Sep. 30, 2020
Stockholders' Equity Note [Abstract]  
STOCKHOLDERS’ DEFICIT

NOTE 9 – STOCKHOLDERS’ DEFICIT


Preferred Stock


The Company has authorized 10,000,000 shares of undesignated preferred stock with a $0.001 par value. As of September 30, 2020, no preferred shares have been issued and these shares are considered blank check preferred shares with no terms, limitations, or rights associated with them.


Common Stock


The Company has authorized 200,000,000 shares of common stock with a $0.001 par value per share. The holders of common stock are entitled to one vote for each share of common stock held at the time of vote. As of September 30, 2020, the Company had 19,478,258 shares outstanding or deemed outstanding.


Shares Issued for Services


On August 8, 2018, the Company entered into a one-year agreement with an advisor for consulting services, as extended for an additional one-year period. The Company extended this agreement through August 9, 2020. Pursuant to the agreement, as amended, the Company has the right to pay $5,000 or issue the advisor a maximum of 6,667 shares of common stock on a quarterly basis. The Company elected to issue an aggregate total of 9,899 restricted shares under the Company’s equity incentive plan for the services provided during the nine months ended September 30, 2020 at a weighted average value of $1.52 per share or $15,001. The Company is currently working with the consultant to negotiate a new agreement, but cannot determine at this time if that agreement will take effect.


On August 28, 2018, the Company entered into a one-year agreement with an advisor for consulting services, as extended for an additional one-year period. The Company has extended this agreement through August 28, 2020. Pursuant to the agreement, as amended, the Company has the right to pay $5,000 or issue the advisor a maximum of 6,667 shares of common stock on a quarterly basis. The Company elected to issue an aggregate total of 9,899 restricted shares under the Company’s equity inventive plan for the services provided during the nine months ended September 30, 2020 at a weighted average value of $1.52 per share or $15,001. The Company is currently working with the consultant to negotiate a new agreement, but cannot determine at this time if that agreement will take effect.


On June 19, 2020, the Company entered into a 4-month agreement with an advisor for consulting services whereby for services rendered the Company will issue 7,000 shares of common stock on a monthly basis. The agreement was effective from June 1, 2020 through September 30, 2020. As of September 30, 2020, the Company issued 28,000 restricted shares of common stock under the Company’s equity incentive plan at a weighted average value of $1.14 per share or $32,025. The Company is currently working with the consultant to negotiate a new agreement, but cannot determine at this time if that agreement will take effect.


Warrants


The following table summarized the warrant activity for the nine months ended September 30, 2020:


                Weighted        
          Weighted     Average        
          Average     Remaining     Aggregate  
    Number of     Exercise     Contractual     Intrinsic  
Warrants   Shares     Price     Term     Value  
Balance Outstanding, December 31, 2019     502,250     $ 0.57       3.98     $ -  
Granted     2,911,764       1.03       4.03       -  
Forfeited     -       -       -       -  
Exercised     -       -       -       -  
Expired     -       -       -       -  
Balance Outstanding, September 30, 2020     3,414,014     $ 0.96       3.71     $ 607,929  
                                 
Exercisable, September 30, 2020     1,914,014     $ 1.09       3.04     $ 255,429  

Options


On January 14, 2019, the Board of Directors approved the issuance of options to purchase an aggregate of 800,000 and 200,000 shares of common stock to Boris Goldstein and Vadim Sakharov, respectively. The options have an exercise price of $0.75 per share which will vest over a 24-month period as follows: 25% (or 200,000 and 50,000, respectively) shall vest six months after the grant date with the remaining options will vest on a monthly basis at a rate of 1/24th per month. The options will expire on January 14, 2029. The aggregate fair value of $17,111 was calculated using the Black-Scholes pricing model with the following assumptions: (i) expected life 10 years, (ii) volatility of 77%, (iii) risk free rate of 2.71% (iv) dividend rate of zero, (v) stock price of $0.042, and (vi) exercise price of $0.75. The expense will be amortized over the vesting period and a total of $10,432 was recorded during the year ended December 31, 2019. A total of $4,804 was recorded during the nine months ended September 30, 2020.


On January 30, 2020, the Board of Directors approved the issuance of options to purchase an aggregate of 800,000 of common stock to Boris Goldstein. The options have an exercise price of $0.75 per share which will vest over a 24-month period on a monthly basis at a rate of 1/24th per month. The options will expire on January 30, 2030. The aggregate fair value of $51,757 was calculated using the Black-Scholes pricing model with the following assumptions: (i) expected life 10 years, (ii) volatility of 76%, (iii) risk free rate of 1.57% (iv) dividend rate of zero, (v) stock price of $0.12, and (vi) exercise price of $0.75. The expense will be amortized over the vesting period. A total of $17,276 was recorded during the nine months ended September 30, 2020.


The following table summarized the option activity for the nine months ended September 30, 2020:


                Weighted        
          Weighted     Average        
          Average     Remaining     Aggregate  
    Number of     Exercise     Contractual     Intrinsic  
Options   Shares     Price     Term     Value  
Balance Outstanding, December 31, 2019     1,000,000     $ 0.75       9.05     $ -  
Granted     800,000       0.75       9.34       -  
Forfeited     -       -       -       -  
Exercised     -       -       -       -  
Expired     -       -       -       -  
Balance Outstanding, September 30, 2020     1,800,000     $ 0.75       8.76     $ 513,000  
                                 
Exercisable, September 30, 2020     1,206,250     $ 0.75       8.56     $ 343,781  

For future periods, the remaining value of the stock options totaling approximately $36,357 will be amortized into the statement of operations consistent with the period for which the services will be rendered.