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4. COMMON STOCK
3 Months Ended
Mar. 31, 2019
Equity [Abstract]  
COMMON STOCK

4.     COMMON STOCK

 

At March 31, 2019, the Company's authorized capital stock was 150,000,000 shares of common stock, par value $0.001 per share, and 25,000,000 shares of preferred stock, par value $0.001 per share. As of that date, the Company had outstanding 46,731,912 shares of common stock, and no shares of preferred stock.

 

2019 Transactions: During the three months ended March 31, 2019, the Company issued shares of common stock as follows:

 

In February 2019, the Company issued a total of 291,147 shares of common stock to three individuals for restricted stock awards previously granted, earned and vested.

 

2018 Transactions: During the three months ended March 31, 2018, the Company did not issue any shares of common stock.

 

Stock and Warrant Grants:

In October 2018, we granted to several employees of Paysign a total of 1,050,000 shares of common stock. These shares were valued at $3,405,000 or average price per share of $3.24. The 1,050,000 shares have an annual vesting period of five years with the first vesting period occurring on October 2019. The amount expensed related to this grant for the three months ended March 31, 2019 totaled $170,360. As of March 31, 2019, none of the shares have vested and/or been issued.

 

On August 7, 2018, we granted an employee of Paysign options to purchase 500,000 shares of common stock exercisable for five years at $3.39 per share, which vest annually over a five-year period from the date of hire. The options were valued at $1,315,011 using the Black-Scholes options pricing model under the following assumptions: stock price at issuance of $3.39 per share; exercise price of $3.39; 5 year life; discount rate of 2.95%; and volatility rate of 263%. The amount expensed of this grant for the three months ended March 31, 2019 totaled $65,750. As of March 31, 2019 none of the options have vested or been exercised.

 

On July 18, 2018, we granted stock options for various employees of Paysign to purchase 750,000 shares of common stock exercisable for five years with an exercise price of $2.40 per share, which vest annually over a five-year period, as long as they remain employed with Paysign, beginning July 18, 2018. The options were valued at $1,397,777 using the Black-Scholes options pricing model under the following assumptions: stock price at issuance of $2.40 per share; exercise price of $2.40; 5 year life; discount rate of 2.88%; and volatility rate of 235%. The amount expensed related to this grant for the three months ended March 31, 2019 totaled $65,920. As of March 31, 2019, none of the options have vested or been exercised and total of 48,642 options have been forfeited due to employee terminations.

 

In July 2018, we granted 130,000 shares to a consultant. The shares were valued at $338,000 or $2.60 per share. The 130,000 shares will be expensed over the contract period of one year. The value earned and expensed for the three months ended March 31, 2019 was $84,500. As of March 31, 2019, the full 130,000 shares have been issued and the unearned portion totaling $108,910 has been recorded as contra equity and included in additional paid-in capital.

 

On May 3, 2018, we appointed Dan R. Henry to our board of directors as an independent director. In connection with his appointment, we issued Mr. Henry options to purchase 1,500,000 shares common stock exercisable over five years with an exercise price of $1.34 per share, which vest over a four-year period from the date of his appointment. The options were valued at $1,574,691 using the Black-Scholes options pricing model under the following assumptions: stock price at issuance of $1.34 per share; exercise price of $1.34; 5 year life; discount rate of 2.94%; and volatility rate of 238%. The amount expensed related to this grant for the three months ended March 31, 2019 totaled $98,345. As of March 31, 2019, none of the options have vested or been exercised.

  

On May 3, 2018, we appointed Dennis Triplett to our board of directors as an independent director. In connection with his appointment, we granted Mr. Triplett 200,000 shares of restricted common stock which vest over a four-year period from the date of his appointment. The shares have a fair market value of $268,000 or $1.34 per share. The amount vested and expensed of this grant for the three months ended March 31, 2019 totaled $16,745. As of March 31, 2019 none of the shares have vested or been issued.

 

On April 13, 2018, we appointed Quinn Williams to our board of directors as an independent director. In connection with his appointment, we granted Mr. Williams 200,000 shares of restricted common stock which vest over a four-year period from the date of his appointment. The shares have a fair market value of $320,000 or $1.60 per share. The amount vested and expensed of this grant for the three months ended March 31, 2019 totaled $20,000. As of March 31, 2019, none of the shares have vested or been issued.

 

On March 29, 2018, we appointed Bruce A. Mina to our board of directors as an independent director. In connection with his appointment, we granted Mr. Mina 200,000 shares of restricted common stock which vest over a four-year period from the date of his appointment. The shares have a fair market value of $234,000 or $1.17 per share. The amount vested and expensed of this grant for the three months ended March 31, 2019 totaled $14,625. As of March 31, 2019, 50,000 shares have vested but none have been issued.

 

In January 2018, we granted 300,000 shares of restricted common stock to a consultant of Paysign with a fair market value of $213,000, or $0.71 per share. The 300,000 shares have an annual vesting period of three years with the first vesting period occurring on December 31, 2018. The amount vested and expensed of this grant for the three months ended March 31, 2019 and 2018 totaled $17,750 and $17,494. As of March 31, 2019, 100,000 shares have vested and been issued.

 

In December 2017, the Company granted 990,000 shares of restricted common stock to certain employees of Paysign with a fair market value of $698,000 with a range of $0.67 to $0.74 per share. The 990,000 shares have an annual vesting period of five years with the first vesting period. The amount vested and expensed of this grant for the three months ended March 31, 2019 and 2018 totaled $33,400 and $33,400, respectively. As of March 31, 2019, 190,000 shares have vested and been issued.

 

In September 2017, we granted 200,000 shares of restricted common stock to an officer of Paysign with a fair market value of $84,400 or $0.42 per share. These shares have been issued. Concurrently, the Company also granted the employee four equal tranches of 200,000 restricted common shares, each valued at $84,400 which will vest in equal amounts over a four year period with the first vesting period occurring on July 2018. The amount vested and expensed of this grant for the three months ended March 31, 2019 and 2018 totaled $21,100 and $21,100, respectively. As of March 31, 2019, 200,000 shares have vested and been issued.

 

In November 2016, we granted a total of 5,000,000 shares to certain officers and directors of Paysign with a total value of $787,950 or $0.15759 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The 5,000,000 shares have a quarterly vesting period of five years with the first vesting period occurring on December 31, 2016. The value vested and expensed for the three months ended March 31, 2019 and 2018 was $35,457 and $39,398 respectively. As of March 31, 2019, 2,225,000 shares have vested of which 2,000,000 shares have been issued. As of March 31, 2019, our obligation to issue 300,000 of the unissued shares has lapsed as a result of a grantee’s retirement.

 

In November 2016, we granted 210,000 shares to a consultant. The shares were valued at $33,094 or $0.15759 per share (including a 15% discount of fair market value due to these shares being restricted and lacking market liquidity). The 210,000 shares have a quarterly vesting period of three years with the first vesting period occurring on December 31, 2016. The value vested for the three months ended March 31, 2019 and 2018 was $2,758 and $2,758, respectively. As of March 31, 2019, 140,000 shares have been issued.