Annual report pursuant to Section 13 and 15(d)

Stockholders' Deficit

v3.7.0.1
Stockholders' Deficit
12 Months Ended
Jun. 30, 2017
Equity [Abstract]  
Stockholders' Deficit

NOTE 8 – STOCKHOLDERS’ DEFICIT

 

Reverse Stock Split

 

On April 20, 2017, the Company effected a one-for-two hundred and fifty (1:250) reverse stock split whereby the Company (i) decreased the number of authorized shares of common stock, par value $0.001 per share (the “Common Stock”) to 100,000,000 (ii) decreased the number of authorized shares of preferred stock to 1,500,005 and (iii) decreased, by a ratio of one-for-two hundred and fifty (1:250) the number of retroactively issued and outstanding shares of Common Stock. Proportional adjustments for the reverse stock split were made to the Company’s outstanding stock options, warrants and equity incentive plans, including all share and per-share data, for all amounts and periods presented in the consolidated financial statements.

  

Preferred Stock:

 

The total number of preferred shares authorized and that may be issued by the Company is 1,500,005 preferred shares with a par value of $0.01. These preferred shares have no rights to dividends, profit sharing or liquidation preferences.

 

Of the total preferred shares authorized, pursuant to the Certificate of Designation filed on December 9, 2014, 500,000 have been designated as Series A preferred stock, with a par value of $0.01 (“Series A Preferred Stock”).

 

Of the total preferred shares authorized, pursuant to the Certificate of Designation filed on June 16, 2015, up to five shares have been designated as Series B preferred stock, with a par value of $0.01 (“Series B Preferred Stock”). Each holder of outstanding shares of Series B Preferred Stock shall be entitled to voting power equivalent to the number of votes equal to the total number of shares of common stock outstanding as of the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company and entitled to vote on all matters submitted or required to be submitted to a vote of the stockholders of the Company.

 

No preferred series A or B shares were issued in fiscal 2017 or 2016.

 

Common Stock:

 

Shares Issued for Services

 

May 7, 2015 and April 22, 2016 Agreements

 

On May 7, 2015, the Company entered into an agreement with a consultant to provide services over a minimum six month period in exchange for 27,033 shares of common stock. The Company valued the 27,033 shares based on the market price on the agreement date of $10.75 and will recognize $290,608 of consulting expense through the term of the agreement. On June 5, 2015 the Company issued the 27,033 shares of this agreement. The Company has recorded $88,446 of consulting expense as of June 30, 2015 related to this agreement, and the remaining $202,162 was recorded during the year ending June 30, 2016.

 

On April 22, 2016, the Company entered into an agreement with a consultant to provide services over a twelve month period. The Company agreed to issue the consultant 25,000 shares of common stock. The Company valued the 25,000 shares based on the market price of the effective date of the agreement of $8.34 and is recognizing $208,500 of consulting expense over the term of the agreement. On June 16, 2016 the Company issued 25,000 shares of common stock related to this agreement. The Company has recorded $39,523 of consulting expense for the year ended June 30, 2016 related to this portion of the agreement and recognized the remaining $168,977 in the year ended June 20, 2017. Additionally, the agreement allowed for 10,000 shares of common stock to be issued for certain reports and another 5,000 shares of common stock to be issued for specified consulting services. These reports were issued during the year and the specified consulting services were performed. On June 16, 2016 the Company issued 15,000 shares of common stock related to this agreement. These additional shares are valued based on the market price of the effective date of the agreement of $8.34 and the Company recognized $125,100 of consulting expense for the year ended June 30, 2016. 

 

On July 14, 2016, the Company agreed to an addendum with a consultant to two consulting agreements entered into on May 7, 2015 and April 22, 2016, respectively. The Company currently owed the consultant $60,000 related to the May 7, 2015 agreement for monthly consulting fees and $100,000 related to the April 22, 2016 agreement, which was comprised of a $10,000 retainer and $90,000 for three reports issued by the consultant. The Company has agreed to issue 24,000 shares of common stock in consideration of the $60,000 in outstanding fees related to the May 7, 2015 agreement and an additional 24,000 shares in forgiveness of future monthly consulting fees, valued at $95,400. In addition, the Company has agreed to issue 40,000 shares of common stock in consideration for the $100,000 in outstanding fees related to the April 22, 2016 agreement. The shares were issued on November 4, 2016 and an additional loss on settlement of debt was recorded of $94,400 based on the fair market value of $349,800 for 88,000 shares on July 14, 2016 (a share price of $3.98).

   

On June 29, 2017, the above May 7, 2015 agreement was further amended and the Company agreed to issue the consultant 100,000 shares of common stock as consideration to eliminate the monthly retainer fee of $7,500 on a going forward basis and to waive the consultant’s right of first refusal (the “Right of First Refusal”) to act as lead book running manager of any public or private offering of securities or any other financing during the term of the engagement. The shares were valued based on the closing price on the date of the agreement at $0.95 or $95,000, which was recognized as consulting expense for the year ended June 30, 2017. The 100,000 shares were issued on July 25, 2017 (see Note 13).

 

On May 21, 2015, the Company entered into an agreement with a consultant to provide services over an eight month period in exchange for 4,000 shares of common stock. The Company valued the 4,000 shares based on the market price on the agreement date of $11.13 and will recognize $44,500 of consulting expense through the term of the agreement. On June 3, 2015 the Company issued the 4,000 shares of this agreement. The Company has recorded $7,265 of consulting expense as of June 30, 2015 related to this agreement, and the remaining $37,235 was recorded during the year ending June 30, 2016.

 

On June 4, 2015, the Company entered into an agreement with a consultant to provide services over a six month period in exchange for 2,000 shares of common stock. The Company valued the 2,000 shares based on the market price on the agreement date of $17.65 and will recognize $35,300 of consulting expense through the term of the agreement. On July 2, 2015 the Company issued the 2,000 shares of this agreement. The Company has recorded $5,015 of consulting expense as of June 30, 2015 related to this agreement, and the remaining $30,285 was recorded during the year ending June 30, 2016.

 

On July 24, 2015, the Company entered into an agreement with a consultant to provide services over a six month period. The Company agreed to issue the consultant 32,000 shares of common stock. The Company valued the 32,000 shares based on the market price on the agreement date of $10.88 and is recognizing $348,000 of consulting expense through the term of the agreement. On October 8, 2015, the Company issued the 32,000 shares related to this agreement. The Company recorded $348,000 of consulting expense as of June 30, 2016 related to this agreement.

 

On August 26, 2015, the Company issued 2,240 shares of common stock to a consultant as compensation for a six month period consulting service. The Company valued the 2,240 shares based on the market price on the issuance date of $10.00 per share and has recorded $22,400 of consulting expense as of June 30, 2016 related to this agreement. 

 

On September 8, 2015, the Company issued 2,400 shares of common stock to a member of the Company’s Scientific Advisory Board. The Company valued the 2,400 shares based on the market price on the issuance date of $9.23. The Company has recorded $22,140 of consulting expense as of June 30, 2016 related to this agreement. 

 

On October 1, 2015, the Company entered into an agreement with a consultant to provide services over a one year period. The Company agreed to issue the consultant 6,000 shares of common stock and an additional 6,000 shares of common stock on April 1, 2016 unless the Company terminates the agreement. The Company valued the 6,000 shares based on the market price on the agreement date of $7.75 and is recognizing $46,500 of consulting expense over the one year term of the agreement. The Company has recorded $34,907 of consulting expense for the year ended June 30, 2016 related to this agreement. On October 1, 2015, the Company issued 4,400 and 1,600 shares of common stock to consultants related to this agreement. In February 2016, the Company terminated this agreement and the remaining $11,593 was recorded as consulting expense in the year ended June 30, 2017.

 

On October 16, 2015, the Company issued 16,000 shares of common stock to a consultant. The Company valued the 16,000 shares based on the market price on the issuance date of $10.38 and is recognizing $166,000 of consulting expense over the six month term of the agreement. The Company has recorded $166,000 of consulting expense as of June 30, 2016 related to this agreement.

 

On November 1, 2015, the Company entered into an agreement with a consultant to provide services over a nine month period. The Company agreed to issue the consultant 8,480 shares of common stock. The Company has recorded $28,305 of consulting expense for the year ended June 30, 2016 related to this agreement. On August 8, 2016, the Board of Directors authorized the issuance of 8,480 shares of common stock valued at $3.75 per share to the consultant.

 

On November 11, 2015, the Company entered into an agreement with a consultant to provide services over a six month period. The Company agreed to issue the consultant 8,000 shares of common stock. The Company valued the 8,000 shares based on the market price on the effective date of the agreement of $3.93 and is recognizing $31,400 of consulting expense over the term of the agreement. On February 17, 2016, the Company issued the 8,000 shares of this agreement. The Company has recorded $31,400 of consulting expense as of June 30, 2016 related to this agreement. 

 

On November 12, 2015, the Company amended an agreement with a consultant for $10,000 shares worth of common stock to be issued in lieu of a cash payment. On June 16, 2016 the Company issued 2,000 shares of common stock. The Company valued the 2,000 shares based on the market price on the date of issuance of $5.03. The Company has recorded $10,050 of consulting expense as of June 30, 2016 related to this agreement. 

 

On December 30, 2015, the Company entered into an agreement with a consultant to provide services over a nine month period. The Company agreed to issue the consultant 4,000 shares of common stock. The Company valued the 4,000 shares based on the market price on the agreement date of $6.50 and is recognizing $26,000 of consulting expense over the term of the agreement. On January 4, 2016, the Company issued the 4,000 shares of this agreement. The Company recorded $17,271 of consulting expense for the year ended June 30, 2016 and the remaining $8,279 in the year ended June 30, 2017 related to this agreement.

 

On December 30, 2015, the Company entered into an agreement, effective on January 1, 2016, with a consultant to provide services over a six month period. The Company agreed to issue the consultant 9,000 shares of common stock. The Company valued the 9,000 shares based on the market price on the effective date of the agreement of $6.98 and will amortize the $62,775 over the six month term of the agreement. On January 4, 2016 and on February 18, 2016, the Company issued 1,500 shares of common stock (or 3,000 in aggregate) related to this agreement. The Company has recorded $20,925 of consulting expense for the year ended June 30, 2016 related to this agreement. In February 2016, the Company terminated this agreement. 

 

On December 31, 2015, the Company entered into an agreement, effective on January 1, 2016, with a law firm to provide legal services. The Company agreed to issue the law firm 6,400 shares of common stock. The Company valued the 6,400 shares based on the market price on the effective date of the agreement of $6.98 and immediately expensed $44,640. On January 4, 2016, the Company issued the 6,400 shares of common stock related to this agreement. 

 

On January 31, 2016, the Company entered into an agreement with a consultant to provide services over a five month period in exchange for 36,000 shares of common stock. On August 23, 2016, the Board of Directors authorized the issuance of 36,000 shares of common stock valued at $2.60 per share to the consultant. These services were expensed during the year ended June 30, 2016.

 

On June 16, 2016, the Company agreed to issue a consultant 8,000 shares of common stock for a discretionary bonus agreed to on June 2, 2015. The Company valued the 8,000 shares based on the market price of the effective date of the issuance of the shares, the date the discretionary bonus was deemed earned. The value of the shares was $5.03 and the Company recognized $40,200 of consulting expense for the year ended June 30, 2016 related to this agreement.

 

On October 27, 2016, the Company entered into an agreement with a third party for professional services over a six month period commencing on October 10, 2016 in exchange for a monthly fee of $22,500, of which $10,000 a month is in cash and $12,500 per month is in shares of common stock. Additionally, the Company acknowledges an existing outstanding balance due of $20,500 for September services. The Company has recorded $75,000 of consulting expense related to the shares of common stock for the year ended June 30, 2017 related to this agreement. On March 2, 2017 the Company issued 30,000 shares of common stock as consideration for the $75,000 of consulting expense (a share price of $2.50).

  

On February 1, 2017, the Company received an invoice for $30,000 from a third party for six months of consulting services during the period of August 1, 2016 through January 31, 2017. The invoice is payable 50% in cash and 50% in shares of the Company’s common stock. The Company has recorded $30,000 in consulting fees related to this invoice for the year ended June 30, 2017. The Company issued 30,000 shares on July 25, 2017 at a per share price of $0.50 or $15,000 (see Note 13). The shares were valued at fair market value on January 31, 2017 at $2.63 per share and an additional loss on settlement of debt was recorded of $63,750.

 

On May 10, 2017, the Company entered into a seven month agreement from May 10, 2017 through January 10, 2018, excluding August 2017, with a third party for growth strategy consulting services whereby the Company would issue and deliver to the third party, 7,500 shares of common stock per month as consideration for services. Shares will be valued on the 10th day of the month they are earned and as of June 30, 2017, the Company has recorded consulting fees for 15,000 shares related to two months of services or $16,050. As of the date of filing, these shares have not yet been issued.

 

Settlement of Accounts Payable for Shares of Common Stock

 

On February 13, 2017, the Company entered into an agreement with a third party whereby the Company would issue and deliver to the third party, in payment of $50,000 of existing accounts payable, shares of the Company’s common stock. On March 2, 2017, the Company issued 16,667 shares at a per share price of $3.00 in consideration for the $50,000 in accounts payable.

 

Shares Issued for Conversion of Convertible Debt

 

Fiscal 2016:

 

On August 14, 2015, pursuant to a conversion notice, $20,500 of principal and interest was converted at $5.91 into 3,467 shares of common stock (See Note 6).

 

On August 14, 2015, pursuant to a conversion notice, $20,802 of principal and interest was converted at $5.91 into 3,518 shares of common stock (See Note 6).

 

On August 26, 2015, pursuant to a conversion notice, $26,068 of principal and interest was converted at $4.61 into 5,659 shares of common stock (See Note 6).

 

On September 1, 2015, pursuant to a conversion notice, $25,723 of principal and interest was converted at $4.61 into 5,584 shares of common stock (See Note 6).

 

On September 4, 2015, pursuant to a conversion notice, $15,648 of principal and interest was converted at $4.61 into 3,397 shares of common stock (See Note 6). 

 

On September 16, 2015, pursuant to a conversion notice, $15,687 of principal and interest was converted at $4.74 into 3,307 shares of common stock (See Note 6). 

 

On September 18, 2015, pursuant to a conversion notice, $15,694 of principal and interest was converted at $4.47 into 3,512 shares of common stock (See Note 6).

 

On September 22, 2015, pursuant to a conversion notice, $15,638 of principal and interest was converted at $4.29 into 3,645 shares of common stock (See Note 6). 

 

On October 1, 2015, pursuant to a conversion notice, $26,635 of principal and interest was converted at $3.09 into 8,609 shares of common stock (See Note 6). 

 

On October 7, 2015, pursuant to a conversion notice, $31,374 of principal and interest was converted at $3.09 into 10,141 shares of common stock (See Note 6). 

 

On October 13, 2015, pursuant to a conversion notice, $109,004 of principal and interest was converted at $3.09 into 35,234 shares of common stock (See Note 6). 

 

On October 13, 2015, pursuant to a conversion notice, $104,712 of principal and interest was converted at $3.09 into 33,846 shares of common stock (See Note 6). 

 

On October 15, 2015, pursuant to a conversion notice, $50,000 of principal and interest was converted at $2.50 into 20,000 shares of common stock (See Note 6). 

 

On November 17, 2015, pursuant to a conversion notice, $2,099 of principal and interest was converted at $4.96 into 423 shares of common stock (See Note 6). 

 

On November 17, 2015, pursuant to a conversion notice, $35,000 of principal and interest was converted at $2.50 into 35,000 shares of common stock (See Note 6). 

 

On November 23, 2015, pursuant to a conversion notice, $15,707 of principal and interest was converted at $3.85 into 4,080 shares of common stock (See Note 6). 

 

On November 24, 2015, pursuant to a conversion notice, $20,947 of principal and interest was converted at $3.85 into 5,441 shares of common stock (See Note 6). 

 

On November 30, 2015, pursuant to a conversion notice, $49,287 of principal and interest was converted at $3.85 into 12,802 shares of common stock (See Note 6). 

 

On December 4, 2015, pursuant to a conversion notice, $31,703 of principal and interest was converted at $3.85 into 8,235 shares of common stock (See Note 6).

 

On December 8, 2015, pursuant to a conversion notice, $63,213 of principal and interest was converted at $3.99 into 15,853 shares of common stock (See Note 6). 

 

On December 11, 2015, pursuant to a conversion notice, $50,000 of principal was converted at $6.52 into 7,669 shares of common stock (See Note 6). 

 

On December 15, 2015, pursuant to a conversion notice, $50,000 of principal was converted at $6.78 into 7,375 shares of common stock (See Note 6). 

 

On December 16, 2015, pursuant to a conversion notice, $31,782 of principal and interest was converted at $4.13 into 7,705 shares of common stock (See Note 6). 

 

On December 17, 2015, pursuant to a conversion notice, $40,000 of principal was converted at $6.25 into 6,400 shares of common stock (See Note 6). 

 

On December 21, 2015, pursuant to a conversion notice, $40,000 of principal was converted at $5.90 into 6,780 shares of common stock (See Note 6). 

 

On December 21, 2015, pursuant to a conversion notice, $51,719 of principal and interest was converted at $3.96 into 13,060 shares of common stock (See Note 6). 

 

On December 23, 2015, pursuant to a conversion notice, $40,000 of principal was converted at $5.80 into 6,897 shares of common stock (See Note 6). 

 

On December 23, 2015, pursuant to a conversion notice, $31,414 of principal and interest was converted at $3.96 into 7,933 shares of common stock (See Note 6).  

  

On December 28, 2015, pursuant to a conversion notice, $40,000 of principal was converted at $5.80 into 6,897 shares of common stock (See Note 6). 

 

On December 29, 2015, pursuant to a conversion notice, $15,727 of principal and interest was converted at $3.93 into 3,999 shares of common stock (See Note 6). 

 

On December 30, 2015, pursuant to a conversion notice, $40,000 of principal was converted at $5.71 into 7,005 shares of common stock (See Note 6). 

 

On January 4, 2016, pursuant to a conversion notice, $20,995 of principal and interest was converted at $3.58 into 5,873 shares of common stock (See Note 6). 

 

On January 4, 2016, pursuant to a conversion notice, $54,375 of interest was converted at $5.39 into 10,088 shares of common stock (See Note 6). 

 

On January 6, 2016, pursuant to a conversion notice, $40,000 of principal was converted at $5.17 into 7,737 shares of common stock (See Note 6). 

 

On January 6, 2016, pursuant to a conversion notice, $21,004 of principal and interest was converted at $3.53 into 5,944 shares of common stock (See Note 6). 

 

On January 8, 2016, pursuant to a conversion notice, $40,000 of principal was converted at $5.02 into 7,968 shares of common stock (See Note 6). 

 

On January 8, 2016, pursuant to a conversion notice, $10,506 of principal and interest was converted at $3.45 into 3,044 shares of common stock (See Note 6). 

 

On January 11, 2016, pursuant to a conversion notice, $10,513 of principal and interest was converted at $3.44 into 3,058 shares of common stock (See Note 6).

 

On January 12, 2016, pursuant to a conversion notice, $10,515 of principal and interest was converted at $3.18 into 3,311 shares of common stock (See Note 6). 

 

On January 13, 2016, pursuant to a conversion notice, $17,650 of principal was converted at $4.66 into 3,788 shares of common stock (See Note 6).

 

On January 13, 2016, pursuant to a conversion notice, $10,517 of principal and interest was converted at $2.96 into 3,558 shares of common stock (See Note 6). 

 

On January 13, 2016, pursuant to a conversion notice, $20,820 of principal and interest was converted at $2.64 into 7,886 shares of common stock (See Note 6). 

 

On January 14, 2016, pursuant to a conversion notice, $82,350 of principal was converted at $4.20 into 19,607 shares of common stock (See Note 6). 

 

On January 19, 2016, pursuant to a conversion notice, $10,423 of principal and interest was converted at $2.49 into 4,188 shares of common stock (See Note 6). 

 

On January 20, 2016, pursuant to a conversion notice, $5,108 of principal and interest was converted at $2.49 into 2,053 shares of common stock (See Note 6). 

 

On January 21, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $3.72 into 6,720 shares of common stock (See Note 6). 

 

On January 21, 2016, pursuant to a conversion notice, $12,513 of principal and interest was converted at $2.49 into 5,028 shares of common stock (See Note 6).  

 

On January 25, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $3.73 into 6,702 shares of common stock (See Note 6). 

 

On January 25, 2016, pursuant to a conversion notice, $13,567 of principal and interest was converted at $2.49 into 5,451 shares of common stock (See Note 6). 

 

On January 25, 2016, pursuant to a conversion notice, $65,159 of principal and interest was converted at $3.75 into 17,376 shares of common stock (See Note 6). 

 

On January 27, 2016, pursuant to a conversion notice, $15,661 of principal and interest was converted at $2.49 into 6,293 shares of common stock (See Note 6). 

 

On January 29, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $3.77 into 6,631 shares of common stock (See Note 6). 

 

On February 1, 2016, pursuant to a conversion notice, $16,722 of principal and interest was converted at $2.49 into 6,719 shares of common stock (See Note 6). 

 

On February 3, 2016, pursuant to a conversion notice, $20,000 of principal was converted at $3.70 into 5,405 shares of common stock (See Note 6). 

 

On February 3, 2016, pursuant to a conversion notice, $10,456 of principal and interest was converted at $2.35 into 4,447 shares of common stock (See Note 6). 

 

On February 4, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $3.55 into 7,042 shares of common stock (See Note 6). 

 

On February 4, 2016, pursuant to a conversion notice, $26,145 of principal and interest was converted at $2.35 into 11,120 shares of common stock (See Note 6).

 

On February 8, 2016, pursuant to a conversion notice, $15,700 of principal and interest was converted at $2.35 into 6,677 shares of common stock (See Note 6). 

 

On February 9, 2016, pursuant to a conversion notice, $198,140 of principal was converted at $2.50 into 79,256 shares of common stock (See Note 6). 

 

On February 9, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $3.45 into 7,246 shares of common stock (See Note 6). 

 

On February 10, 2016, pursuant to a conversion notice, $12,042 of principal and interest was converted at $2.16 into 5,578 shares of common stock (See Note 6). 

 

On February 12, 2016, pursuant to a conversion notice, $40,000 of principal was converted at $3.17 into 12,618 shares of common stock (See Note 6). 

 

On February 16, 2016, pursuant to a conversion notice, $10,276 of principal and interest was converted at $2.10 into 4,885 shares of common stock (See Note 6). 

  

On February 17, 2016, pursuant to a conversion notice, $10,278 of principal and interest was converted at $1.97 into 5,227 shares of common stock (See Note 6). 

 

On February 22, 2016, pursuant to a conversion notice, $20,579 of principal and interest was converted at $1.97 into 10,466 shares of common stock (See Note 6).

 

On February 23, 2016, pursuant to a conversion notice, $30,000 of principal was converted at $2.96 into 10,135 shares of common stock (See Note 6). 

 

On February 25, 2016, pursuant to a conversion notice, $115,975 of principal and interest was converted at $2.50 into 46,390 shares of common stock (See Note 6). 

 

On February 25, 2016, pursuant to a conversion notice, $30,000 of principal was converted at $2.50 into 12,000 shares of common stock (See Note 6). 

 

On February 26, 2016, pursuant to a conversion notice, $30,000 of principal was converted at $2.29 into 13,100 shares of common stock (See Note 6). 

 

On March 2, 2016, pursuant to a conversion notice, $25,773 of principal and interest was converted at $1.42 into 18,198 shares of common stock (See Note 6). 

 

On March 4, 2016, pursuant to a conversion notice, $50,000 of principal was converted at $2.08 into 24,038 shares of common stock (See Note 6). 

 

On March 8, 2016, pursuant to a conversion notice, $143,000 of principal was converted at $2.17 into 65,899 shares of common stock (See Note 6). 

 

On March 13, 2016, pursuant to a conversion notice, $8,274 of principal and interest was converted at $0.50 into 16,430 shares of common stock (See Note 6). 

 

On March 15, 2016, pursuant to a conversion notice, $126,549 of principal and interest was converted at $1.43 into 88,496 shares of common stock (See Note 6). 

 

On March 18, 2016, pursuant to a conversion notice, $67,237 of principal and interest was converted at $1.65 into 40,750 shares of common stock (See Note 6). 

 

On March 29, 2016, pursuant to a conversion notice, $62,926 of principal was converted at $4.80 into 13,110 shares of common stock (See Note 6).

 

On April 1, 2016, pursuant to a conversion notice, $54,375 of interest was converted at $4.26 into 12,757 shares of common stock (See Note 6). 

 

On April 4, 2016, pursuant to a conversion notice, $75,000 of principal was converted at $4.26 into 17,595 shares of common stock (See Note 6). 

 

On April 5, 2016, pursuant to a conversion notice, $70,000 of principal was converted at $4.26 into 16,422 shares of common stock (See Note 6). 

 

On April 7, 2016, pursuant to a conversion notice, $75,000 of principal was converted at $4.26 into 17,595 shares of common stock (See Note 6). 

 

On April 12, 2016, pursuant to a conversion notice, $75,000 of principal was converted at $4.84 into 15,484 shares of common stock (See Note 6). 

  

On April 18, 2016, pursuant to a conversion notice, $75,000 of principal was converted at $4.86 into 15,422 shares of common stock (See Note 6). 

 

On April 19, 2016, pursuant to a conversion notice, $75,000 of principal was converted at 4.86 into 15,422 shares of common stock (See Note 6). 

 

On April 20, 2016, pursuant to a conversion notice, $29,218 of principal and interest was converted at $3.55 into 8,236 shares of common stock (See Note 6). 

 

On April 21, 2016, pursuant to a conversion notice, $75,000 of principal was converted at $4.96 into 15,121 shares of common stock (See Note 6). 

 

On April 21, 2016, pursuant to a conversion notice, $15,628 of principal and interest was converted at $3.55 into 4,405 shares of common stock (See Note 6). 

 

On April 22, 2016, pursuant to a conversion notice, $150,000 of principal was converted at $4.96 into 30,242 shares of common stock (See Note 6). 

 

On April 22, 2016, pursuant to a conversion notice, $48,610 of principal and interest was converted at $3.55 into 13,703 shares of common stock (See Note 6). 

 

On April 26, 2016, pursuant to a conversion notice, $150,000 of principal was converted at $4.96 into 30,242 shares of common stock (See Note 6). 

 

On April 27, 2016, pursuant to a conversion notice, $634,880 of principal was converted at $4.96 into 128,000 shares of common stock (See Note 6). 

 

On April 27, 2016, pursuant to a conversion notice, $156,477 of principal and interest was converted at $3.66 into 42,782 shares of common stock (See Note 6). 

 

On April 27, 2016, pursuant to a conversion notice, $26,868 of principal and interest was converted at $3.66 into 7,346 shares of common stock (See Note 6). 

 

On May 2, 2016, pursuant to a conversion notice, $325,000 of principal was converted at $5.23 into 62,127 shares of common stock (See Note 6). 

 

On May 31, 2016, pursuant to a conversion notice, $5,357 of principal and interest was converted at $3.07 into 1,747 shares of common stock (See Note 6).

 

Fiscal 2017:

 

On August 18, 2016, pursuant to a conversion notice, $32,500 of principal and $2,885 of interest was converted at $2.06 into 17,156 shares of common stock.

 

On August 25, 2016, pursuant to a conversion notice, $54,375 of interest was converted at $2.91 into 18,710 shares of common stock.

 

On September 21, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $2.73 into 9,151 shares of common stock.

 

On September 28, 2016, pursuant to a conversion notice, $20,000 of principal was converted at $2.73 into 7,321 shares of common stock.

 

On September 30, 2016, pursuant to a conversion notice, $17,500 of principal and $1,350 of interest was converted at $1.95 into 9,654 shares of common stock.

 

On October 4, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $2.54 into 9,849 shares of common stock.

 

On October 6, 2016, pursuant to a conversion notice, $1,000 of principal and $79 of interest was converted at $1.77 into 608 shares of common stock.

 

On October 7, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $2.36 into 10,576 shares of common stock.

 

On October 7, 2016, pursuant to a conversion notice, $1,000 of principal and $79 of interest was converted at $1.68 into 643 shares of common stock.

 

On October 14, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $2.36 into 10,576 shares of common stock.

 

On October 19, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $2.03 into 12,288 shares of common stock.

 

On October 21, 2016, pursuant to a conversion notice, $50,000 of principal was converted at $1.94 into 25,806 shares of common stock.

 

On November 9, 2016, pursuant to a conversion notice, $54,375 of interest was converted at $2.07 into 26,227 shares of common stock.

 

On November 21, 2016, pursuant to a conversion notice, $50,000 of principal was converted at $2.03 into 24,576 shares of common stock.

 

On December 2, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $1.88 into 13,301 shares of common stock.

 

On December 8, 2016, pursuant to a conversion notice, $25,000 of principal was converted at $1.30 into 19,257 shares of common stock.

 

On December 8, 2016, pursuant to a conversion notice, $36,500 of principal and $3,368 of interest was converted at $1.06 into 37,656 shares of common stock.

 

On December 9, 2016, pursuant to a conversion notice, $1,000 of principal and $93 of interest was converted at $1.06 into 1,032 shares of common stock.

 

On December 15, 2016, pursuant to a conversion notice, $35,000 of principal was converted at $1.30 into 26,959 shares of common stock.

 

On December 16, 2016, pursuant to a conversion notice, $20,000 of principal and $1,881 of interest was converted at $1.06 into 20,666 shares of common stock.

 

On December 23, 2016, pursuant to a conversion notice, $20,000 of principal was converted at $1.30 into 15,405 shares of common stock.

 

On January 10, 2017, pursuant to a conversion notice, $16,500 of principal and $1,645 of interest was converted at $1.17 into 15,526 shares of common stock.

  

On January 11, 2017, pursuant to a conversion notice, $136,400 of principal was converted at $1.57 into 86,907 shares of common stock.

 

On January 19, 2017, pursuant to a conversion notice, $36,500 of principal and $3,712 of interest was converted at $1.17 into 34,406 shares of common stock.

 

On January 20, 2017, pursuant to a conversion notice, $31,500 of principal was converted at $1.57 into 20,070 shares of common stock.

 

On January 25, 2017, pursuant to a conversion notice, $55,000 of principal was converted at $1.72 into 31,893 shares of common stock.

 

On February 21, 2017, pursuant to a conversion notice, $75,000 of principal was converted at $1.90 into 39,500 shares of common stock.

 

On April 24, 2017, pursuant to a conversion notice, $25,000 of principal was converted at $0.78 into 32,259 shares of common stock.

 

On May 2, 2017, pursuant to a conversion notice, $10,000 of principal and $402 of interest was converted at $0.90 into 11,558 shares of common stock.

 

On May 5, 2017, pursuant to a conversion notice, $19,386 of principal was converted at $0.78 into 25,015 shares of common stock.

 

On May 5, 2017, pursuant to a conversion notice, $23,114 of principal was converted at $0.78 into 29,825 shares of common stock.

 

On May 8, 2017, pursuant to a conversion notice, $15,000 of principal and $623 of interest was converted at $0.87 into 17,958 shares of common stock.

 

On May 12, 2017, pursuant to a conversion notice, $10,000 of principal and $424 of interest was converted at $0.57 into 18,288 shares of common stock.

 

On May 16, 2017, pursuant to a conversion notice, $20,000 of principal and $867 of interest was converted at $0.57 into 36,608 shares of common stock.

 

On May 18, 2017, pursuant to a conversion notice, $42,500 of principal was converted at $0.74 into 57,725 shares of common stock.

 

On May 22, 2017, pursuant to a conversion notice, $20,000 of principal and $893 of interest was converted at $0.57 into 36,655 shares of common stock.

 

On May 24, 2017, pursuant to a conversion notice, $25,000 of principal and $1,128 of interest was converted at $0.57 into 45,838 shares of common stock.

 

On May 30, 2017, pursuant to a conversion notice, $42,500 of principal was converted at $0.77 into 55,393 shares of common stock.

 

On June 6, 2017, pursuant to a conversion notice, $25,000 of principal and $317 of interest was converted at $0.67 into 38,013 shares of common stock.

 

On June 16, 2017, pursuant to a conversion notice, $20,000 of principal and $298 of interest was converted at $0.60 into 33,830 shares of common stock.

 

On June 21, 2017, pursuant to a conversion notice, $42,500 of principal was converted at $0.76 into 55,901 shares of common stock.

 

On June 23, 2017, pursuant to a conversion notice, $25,000 of principal and $411 of interest was converted at $0.60 into 42,352 shares of common stock.

 

On June 23, 2017, pursuant to a conversion notice, $27,500 in principal and $1,604 in interest was converted at $0.64 into 45,192 shares of common stock.

 

On June 26, 2017, pursuant to a conversion notice, $42,500 of principal was converted at $0.76 into 55,901 shares of common stock.

 

On June 28, 2017, pursuant to a conversion notice, $30,000 of principal and $527 of interest was converted at $0.60 into 50,878 shares of common stock.

 

Options:

 

On April 14, 2016 (“Grant Date”), the Board of Directors of the Company, through unanimous written consent, granted 286,000 and 286,000 stock options at an exercise price of $7.50 (market value of the Company’s stock on Grant Date), to its CEO and to a director, respectively. 95,333 of such stock options vested on April 14, 2016 and expire on April 14, 2021, 95,333 of such stock options shall vest on April 14, 2017 (first anniversary of Grant Date) and expire on April 14, 2021 and 95,333 of such stock options shall vest on April 14, 2018 (second anniversary of Grant Date) and expire on April 14, 2021. The fair value of each of the 286,000 options at Grant Date was $1,962,440 (aggregate total of $3,924,880).

 

The Company expensed $1,686,444 and $1,722,288 for these stock options during the years ended June 30, 2017 and 2016, respectively

 

A summary of the Company’s option activity during the years ended June 30, 2017 and 2016 are presented below:

 

          Weighted  
    Number of     Average  
    Shares     Price Per Share  
Outstanding at June 30, 2015     -       -  
Issued     572,000           7.50  
Exercised     -       -  
Expired     -       -  
Outstanding at June 30, 2016     572,000     $ 7.50  
Issued     -       -  
Exercised     -       -  
Forfeited     -       -  
Expired     -       -  
Outstanding at June 30, 2017     572,000     $ 7.50  
                 
Exercisable at June 30, 2017     381,333     $ 7.50  
Outstanding and Exercisable:                
                 
Weighted average remaining contractual term     3.79          
Aggregate intrinsic value   $ -          

  

Warrants:

 

In connection with above agreement dated May 7, 2015, the Company issued to the consultant, warrants for 13,517 common shares of the Company. The fair value of the warrants was determined using a Black-Scholes option pricing model with a stock price of $10.75, exercise price of $7.50, volatility of 397% based on the Company’s stock price, an expected term of 60 months based on the warrant and a risk free rate of 1.54%. The value of the warrants of $145,303 was recorded as additional paid in capital in the accompanying consolidated balance sheet, along with a prepaid expense of approximately $101,080 and stock based expense of approximately $44,223 for the year ended June 30, 2015. The remaining $101,080 was expensed for the year ended June 30, 2016.

 

In connection with above agreement dated May 21, 2015, the Company issued to the consultant warrants for 4,000 common shares of the Company. The fair value of the warrants was determined using a Black-Scholes option pricing model with a stock price of $11.13, exercise price of $17.50, volatility of 397% based on the Company’s stock price, an expected term of 60 months based on the warrant and a risk free rate of 1.54%. The value of the warrants of $44,500 was recorded as additional paid in capital in the accompanying consolidated balance sheet, along with a prepaid expense of approximately $37,235 and stock based expense of approximately $7,265 for the year ended June 30, 2015. The remaining $37,235 was expensed for the year ended June 30, 2016. 

 

On October 28, 2015, pursuant to a convertible debenture, the Company issued 104,762 warrants to purchase common stock. These warrants have an exercise price of $150 per share and expire 4 years from the date of issuance (See Note 6).

 

In connection with above agreement dated November 11, 2015, on February 22, 2016, the Company issued to the consultant, 16,000 warrants to purchase common stock of the Company. The fair value of the warrants was determined using a Black-Scholes option pricing model with a stock price of $2.98, exercise price of $11.25, volatility of 314% based on the Company’s stock price, an expected term of 60 months based on the warrant and a risk free rate of 1.54%. The value of the warrants of $47,560 was recorded as additional paid in capital and fully expensed in the accompanying condensed consolidated balance sheet, at June 30, 2016.

 

On July 8, 2016, the 2015 Warrant for 104,762 shares was fully exercised at a price of $3.00 per share for a total of $314,286 in connection with the July Letter Agreement (See Note 6).

 

On August 3, 2016, pursuant to the August Letter Agreement, the Company issued 960,000 warrants to purchase common stock. 800,000 of these warrants have exercise prices ranging from $3.00 to $5.00 per share and expire five months from the date of issuance. 160,000 of these warrants have an exercise price of $25.00 per share and expire two years from the date of issuance. These warrants were subsequently cancelled as discussed in Note 6.

 

On August 18, 2016, pursuant to the August Letter Agreement, 50,000 shares were exercised at a price of $3.00 per share under the first tranche of the Five Month Warrant or $150,000 in the aggregate. These shares were subsequently cancelled and a loss of $37,500 was recorded (See Note 6).

 

On November 9, 2016, the Company entered into an agreement (the “November Agreement”) to adjust the exercise price of a warrant, issued September 30, 2013, to purchase 12,000 shares of common stock of the Company. Under the terms of the November Agreement, the exercise price for the shares underlying the warrant was reduced to $3.75 AUD or $2.88 USD per share. The November Agreement did not affect the remaining terms of the warrant. The Company recorded an additional expense of $3,299 AUD related to the repricing.

 

On December 12, 2016, pursuant to the December Letter Agreement (See Note 6), the Company issued a two-year common stock purchase warrant to purchase 104,000 shares of common stock (the “New Warrant”). This warrant has an exercise price of $12.50 per share. This warrant is being treated as a modification of an existing warrant under ASC 718-20-35-3 and has determined that since the valuation of the New Warrant does not exceed the value of the 2016 Warrants, the Company will continue to amortize the remainder of the $910,178 value of the 2016 Warrant.

  

As of June 30, 2017, there were 149,517 warrants outstanding and exercisable with expiration dates commencing December 2018 and continuing through November 2020.

 

The following table summarizes warrant activity for the years ended June 30, 2017 and 2016:

 

          Weighted  
    Number of     Average  
    Shares     Price Per Share  
Outstanding at June 30, 2015     29,517       12.50  
Issued         120,762           132.50  
Exercised     -       -  
Expired     -       -  
Outstanding at June 30, 2016     150,279     $ 107.50  
Issued     1,064,000       7.99  
Exercised     (154,762)       3.00  
Forfeited     (1,010,000)       7.50  
Expired     -       -  
Outstanding at June 30, 2017     149,517     $ 11.28  
                 
Exercisable at June 30, 2017     149,517     $ 11.28  
Outstanding and Exercisable:                
                 
Weighted average remaining contractual term     1.79          
Aggregate intrinsic value   $ -