Stockholders' Equity

6 Months Ended

Sep. 30, 2015

Stockholders' Equity Note [Abstract]

Stockholders’ Equity

9. Stockholders’ Equity

Equity Incentive Plans

The Company’s amended 2010 Equity Incentive Plan (the “2010 Plan”) allowed the Board to grant up to 1,200,000 shares of the Company’s common stock, and provided for awards including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. As of September 30, 2015, there were no shares available for grant under the 2010 Plan.

On April 29, 2013 the Company’s Board of Directors approved the Company’s 2013 Equity Incentive Plan (the “2013 Plan”), pursuant to which 500,000 shares of the Company’s common stock were reserved for issuance thereunder and provides for awards, including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. The Company received approval of the 2013 Plan from the Company’s stockholders on May 19, 2013. As of September 30, 2015 there were approximately 90,000 shares available for future grants under the 2013 Plan.

Share Issuances

A summary of the Company’s restricted stock sold to employees, directors and consultants with a right of repurchase of unlapsed or unvested shares is as follows:

			Weighted
			Average		Weighted		Weighted-
			Remaining		Average		average
			Vesting		Per Share		Per Share
			Life		Intrinsic		Grant Date
	Shares		(In years)		Value		Fair Value
Unvested or unlapsed shares at March 31, 2015		12,222		0.3	$	0.50	$	4.10
Granted		-
Vested / lapsed		(12,222)		-
Forfeited		-		-		-		-
Unvested or unlapsed shares at September 30, 2015		-		-		-		-

Options

Stock option activity for the six months ended September 30, 2015 is summarized below:

			Weighted		Weighted		Weighted
			Average		Average		Average
			Per Share		Remaining		Per Share
			Exercise		Life		Intrinsic
	Shares		Price		(Years)		Value
Balance, March 31, 2015		776,500	$	4.69		7.4	$	1.50
Granted		-
Cancelled		-
Exercised		-
Expired		-
Forfeited		-
Balance, September 30, 2015		776,500	$	3.27		7.4		3.59
Vested and exercisable, September 30, 2015		692,556	$	2.55		7.2		4.02

ApolloMed ACO 2012 Equity Incentive Plan

On October 18, 2012, ApolloMed ACO’s Board of Directors adopted the ApolloMed Accountable Care Organization, Inc. 2012 Equity Incentive Plan (the “ACO Plan”) and reserved 9,000,000 shares of ApolloMed ACO’s common stock for issuance thereunder and provides for awards, including incentive stock options, non-qualified options, restricted common stock, and stock appreciation rights. The purpose of the ACO Plan is to encourage selected employees, directors, consultants and advisers to improve operations and increase the profitability of ApolloMed ACO and encourage selected employees, directors, consultants and advisers to accept or continue employment or association with ApolloMed ACO.

The following table summarizes the stock awards under the ACO Plan during the six months ended September 30, 2015:

			Weighted
			Average		Weighted
			Remaining		Average		Weighted
			Vesting		Per Share		Average
			Life		Intrinsic		Per Share
	Shares		(Years)		Value		Fair Value
Balance, March 31, 2015		3,752,004		0.1	$	0.70	$	0.07
Granted		-		-		-		-
Released		-		-		-		-
Balance, September 30, 2015		3,752,004		-	$	0.70	$	0.07
Vested and exercisable, end of period		3,712,675

Awards of restricted stock under the ACO Plan vest (i) one-third on the date of grant; (ii) one-third on the first anniversary of the date of grant, if the grantee has remained in service continuously until that date; and (iii) one-third on the second anniversary of the date of grant if the grantee has remained in service continuously until that date. 

As of September 30, 2015, total unrecognized compensation costs related to non-vested stock-based compensation arrangements granted under the Company’s 2010 Plan and 2013 Plan, and the ACO Plan’s and the weighted-average period of years expected to recognize those costs are as follows:

			Weighted
	Unrecognized		Average
	Stock		Remaining
	Compensation		Vesting Period
	Cost		(Years)
Common stock options	$	155,393		1.7
Restricted stock	$	-		-
ACO Plan restricted stock	$	76		0.01

Stock-based compensation expense related to common stock and common stock option awards is recognized over their respective vesting periods and was included in the accompanying condensed consolidated statement of operations as follows:

	Three Months Ended				Six Months Ended
	September 30,				September 30,
	2015		2014		2015		2014
Stock-based compensation expense:
Cost of services	$	1,227	$	(17,822)	$	2,454	$	10,921
General and administrative		67,659		874,341		150,279		964,737
	$	68,886	$	856,519	$	152,733	$	975,658

Warrants

Warrants consisted of the following for the six months ended September 30, 2015:

	Weighted
	Average
	Per Share
	Intrinsic		Number of
	Value		Warrants
Outstanding at March 31, 2015	$	0.46		914,500
Granted		-		-
Exercised		-		-
Cancelled		-		-
Outstanding at September 30, 2015	$	0.32		914,500

								Weighted
				Weighted				Average
Exercise Price Per		Warrants		Average Remaining		Warrants		Exercise Price Per
Share		Outstanding		Contractual Life		Exercisable		Share
$	1.15		125,000		0.8		125,000	$	1.15
	1.15		25,000		0.8		25,000		1.15
	4.50		50,000		0.8		50,000		4.50
	5.00		10,000		2.1		10,000		5.00
	4.50		82,500		2.3		82,500		4.50
	4.00		22,000		2.3		22,000		4.00
	10.00		200,000		5.5		-		10.00
	20.00		200,000		5.5		-		20.00
	10.00		100,000		5.5		-		10.00
	10.00		100,000		2.8		100,000		10.00
			914,500		3.8		414,500		4.60

In connection with the 2014 NNA financing, NNA received warrants to purchase up to 300,000 shares of the Company’s common stock at an initial exercise price of $10.00 per share and up to 200,000 shares at an initial exercise price of $20.00 per share, subject to adjustment for stock splits, reverse stock splits and stock dividends, and are exercisable after March 28, 2017 and before March 28, 2021. The warrants also contain down-round protection under which the exercise price of the warrants is subject to adjustment in the event the Company issues future common shares at a price below $9.00 per share. The Company determined that the warrants should be classified as liabilities under ASC 815-40, which requires the Company to determine the fair value of the warrants at the transaction date and at each subsequent reporting date (see Notes 2, 6 and 11 to the Notes to the Condensed Consolidated Financial Statements).

On July 21, 2014, in connection with the SCHC acquisition, the Company issued warrants to purchase up to 100,000 shares of the Company’s common stock at an exercise price of $10.00 per share. The warrants are exercisable at any time prior to July 21, 2018.

Authorized stock

At September 30, 2015 the Company is authorized to issue up to 100,000,000 shares of common stock pursuant to its Certificate of Incorporation, as amended. The Company is required to reserve and keep available out of the authorized but unissued shares of common stock such number of shares sufficient to effect the conversion of all outstanding shares of the 9% Notes, the exercise of all outstanding warrants exercisable into shares of common stock, and shares granted and available for grant under the Company’s 2013 Plan. The number of shares of common stock reserved for these purposes is as follows at September 30, 2015: 

Common stock issued and outstanding	4,863,389
Conversion of 9% Notes	275,000
Conversion of 8% Notes	200,000
Warrants outstanding	914,500
Stock options outstanding	776,500
Remaining shares issuable under 2013 Plan	90,000
	7,119,389