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Stockholders' Equity (10K)
9 Months Ended 12 Months Ended
Sep. 30, 2015
Dec. 31, 2014
Stockholders' Equity [Abstract]    
Stockholders' Equity

6.   Equity

Stock-based compensation expense is based on the estimated grant date fair value of the portion of stock-based payment awards that are ultimately expected to vest during the period. The grant date fair value of stock-based awards to employees and directors is calculated using the Black-Scholes-Merton valuation model.

Forfeitures of stock-based payment awards are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The estimated average forfeiture rate for the three months ended September 30, 2015 and 2014, was approximately 7.89% and 9.75%, respectively, based on historical data.

Valuation and Expense Information:

The weighted-average fair value of stock-based compensation is based on the Black-Scholes-Merton valuation model. Forfeitures are estimated and it is assumed no dividends will be declared. The estimated fair value of stock-based compensation awards to employees is amortized using the accrual method over the vesting period of the options. The fair value calculations are based on the following assumptions:

 
Nine Months Ended
September 30, 2015
Nine Months Ended
September 30, 2014
Risk free interest rate
0.04% − 3.28%
0.04% − 3.73%
Expected life (years)
3.26 – 6.33
2.82 – 7.00
Expected volatility
120.74% – 198.38%
93.63% – 198.38%
Expected dividends
None
None

There were no stock options granted during the three month period ended September 30, 2015. The Company granted 36,633 stock options during the nine months ended September 30, 2015 at a weighted average exercise price of $0.0224 per share. There were no stock options exercised during the three- and nine-months ended September 30, 2015.

There were no stock options granted during the three months ended September 30, 2014. The Company granted 2,500 stock options during the nine months ended September 30, 2014 at a weighted average exercise price of $0.0273 per share. There were no stock options exercised during the three- and nine-months ended September 30, 2014.

 

The following table summarizes the allocation of stock-based compensation expense related to stock option grants for the three- and nine-month periods ended September 30, 2015 and 2014.

 
Three Months Ended September 30,
Nine Months Ended September 30,
 
2015
2014
2015
2014
Research and development
$
35
 
$
16
 
$
148
 
$
64
 
Sales and marketing
 
26
 
 
17
 
 
112
 
 
54
 
General and administrative
 
47
 
 
29
 
 
192
 
 
112
 
Director options
 
8
 
 
3
 
 
35
 
 
12
 
Stock-based compensation expense
$
116
 
$
65
 
$
487
 
$
242
 

A summary of option activity under the Company’s plans as of September 30, 2015 and 2014 is as follows:

 
2015
2014
Options
Shares
Weighted
Average
Exercise
Price Per
Share
Weighted
Average
Remaining
Contractual
Term (Years)
Aggregate
Intrinsic
Value
Shares
Weighted
Average
Exercise
Price Per
Share
Weighted
Average
Remaining
Contractual
Term (Years)
Aggregate
Intrinsic
Value
Outstanding at January 1,
 
72,012
 
$
0.04
 
 
 
 
$
 
 
69,537
 
$
0.05
 
 
 
 
$
 
Granted
 
36,633
 
$
0.02
 
 
 
 
$
 
 
2,500
 
$
0.03
 
 
 
 
$
 
Forfeited or expired
 
(2,150
)
$
0.03
 
 
 
 
$
 
 
(1,077
)
$
0.05
 
 
 
 
$
 
Outstanding at September 30
 
106,495
 
$
0.04
 
 
4.39
 
$
 
 
70,960
 
$
0.05
 
 
4.30
 
$
 
Vested and expected to vest at September 30
 
103,820
 
$
0.03
 
 
3.21
 
$
 
 
63,996
 
$
0.05
 
 
4.30
 
$
 
Exercisable at September 30
 
69,757
 
$
0.04
 
 
3.53
 
$
 
 
55,102
 
$
0.05
 
 
3.98
 
$
 

The following table summarizes significant ranges of outstanding and exercisable options as of September 30, 2015:

 
Options Outstanding
Options Exercisable
Range of Exercise Prices
Number
Outstanding
Weighted
Average
Remaining
Contractual
Life (in years)
Weighted
Average
Exercise
Price Per
Share
Number
Outstanding
Weighted
Average
Exercise
Price Per
Share
$ 0.01 – $0.02
 
3,000
 
 
6.23
 
$
0.02
 
 
584
 
$
0.02
 
$ 0.02 – $0.03
 
53,170
 
 
5.21
 
$
0.02
 
 
23,107
 
$
0.02
 
$ 0.03 – $0.06
 
31,416
 
 
4.06
 
$
0.05
 
 
27,157
 
$
0.05
 
$ 0.06 – $0.20
 
18,909
 
 
2.32
 
$
0.07
 
 
18,909
 
$
0.07
 
 
 
106,495
 
 
4.39
 
$
0.04
 
 
69,757
 
$
0.04
 

The following table summarizes the Company’s non-vested option shares as of September 30, 2015:

Non-vested Option Shares
Shares
Weighted Average
Grant-Date
Fair Value
Non-vested at January 1, 2015
 
14,954
 
$
0.04
 
Granted
 
36,633
 
$
0.02
 
Forfeited
 
(1,020
)
$
0.02
 
Vested
 
(13,829
)
$
0.03
 
Non-vested at September 30, 2015
 
36,738
 
$
0.02
 
 

As of September 30, 2015, there was $363 of total unrecognized compensation expense related to non-vested stock-based compensation arrangements granted under the plans. The unrecognized compensation expense is expected to be realized over a weighted average period of 3.2 years.

Preferred Stock

Information with respect to the class of Preferred Stock at September 30, 2015 is as follows:

Class of Preferred Stock
Annual
Dividend
Annual Dividend Payable,
in Cash or In Kind
Liquidation
Preference
Conversion
Price
Total
Preferred
Shares
Outstanding
Common
Shares to be
issued if
Fully
Converted
Series A-1
 
8
%
Quarterly in Arrears
$
1.00
 
$
0.1400
 
 
929
 
 
6,633
 
Series B
 
10
%
Quarterly in Arrears
$
1.50
 
$
0.0433
 
 
13,191
 
 
304,430
 
Series C
 
10
%
Quarterly in Arrears
$
1.50
 
$
0.0225
 
 
5,356
 
 
238,056
 
Series D-1
 
10
%
Quarterly in Arrears
$
1.00
 
$
0.0225
 
 
7,878
 
 
350,127
 
Series D-2
 
10
%
Quarterly in Arrears
$
1.00
 
$
0.0500
 
 
6,223
 
 
124,470
 

Information with respect to in-kind dividends issued on the Company’s Preferred Stock for the three and nine-month periods ended September 30, 2015 and September 30, 2014 is as follows:

 
Dividends
Beneficial Conversion Feature Related to Dividends
 
Three Months Ended
September 30,
Nine Months Ended
September 30,
Three Months Ended
September 30,
Nine Months Ended
September 30,
 
2015
2014
2015
2014
2015
2014
2015
2014
Series A-1
$
18
 
$
22
 
$
53
 
$
63
 
$
 
$
 
$
 
$
 
Series B
 
324
 
 
294
 
 
939
 
 
852
 
 
 
 
 
 
 
 
 
Series C
 
132
 
 
119
 
 
382
 
 
345
 
 
 
 
64
 
 
13
 
 
114
 
Series D-1
 
192
 
 
128
 
 
516
 
 
329
 
 
 
 
107
 
 
16
 
 
151
 
Series D-2
 
153
 
 
145
 
 
445
 
 
400
 
 
 
 
 
 
 
 
 
Total
$
819
 
$
708
 
$
2,335
 
$
1,989
 
$
 
$
171
 
$
29
 
$
265
 

Series D Preferred Stock

On February 7, 2014, the Company sold for $733 in cash, net of a $47 administrative fee paid in cash to SG Phoenix and a nonrelated third party, 520 shares of Series D-1 Preferred Stock and 260 shares of Series D-2 Preferred Stock. The investors received one hundred percent (100%) warrant coverage. These warrants are have an exercise price of $0.0225 per share, immediately exercisable and expire December 31, 2016. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

On March 6, 2014, the Company sold for $406 in cash, net of $4 in administrative fees paid in cash to an unrelated third party, 273 shares of Series D-1 Preferred Stock and 137 shares of Series D-2 Preferred Stock. The investors received one hundred percent (100%) warrant coverage. These warrants have an exercise price of $0.0275 per share, are immediately exercisable and expire December 31, 2016. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

SG Phoenix received warrants to purchase 3,000 shares of common stock, and two unrelated parties received warrants to purchase an aggregate of 1,600 shares of common stock in payment of administrative and related fees associated with the financings, in addition to the cash payments discussed above. These warrants have an exercise price of $0.0275 per share, are immediately exercisable and expire three (3) years from the date of issuance. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

On March 24, 2015, the Company sold for $1,200 in cash, net of $33 in administrative fees paid in cash to SG Phoenix, 1,233 shares of Series D-1 Preferred Stock. The investors received 27,400 warrants, immediately exercisable into common stock of the Company at an exercise price of $0.0225 per share. The warrants expire March 23, 2018. The Company ascribed a relative fair value of $366 to the warrants using the Black-Scholes-Merton pricing model and are classified as Additional Paid in Capital on the balance sheet. See the warrant table below for more detail. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

On July 23, 2015, the Company sold for $325 in cash, net of $4 in administrative fees paid in cash to SG Phoenix, 329 Shares of Series D-1 Preferred Stock. The investors received 13,160 warrants, immediately exercisable into common stock of the Company at $0.0125 per share. The warrants expire July 22, 2018. The Company ascribed a relative fair value of $91 to the warrants using the Black-Scholes-Merton pricing model and are classified as Additional Paid in Capital on the balance sheet. See the warrant table below for more detail. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

Warrants

On February 23, 2015, the Company and Venture Champion Asia Limited, an affiliate of IGC Global Limited, mutually agreed to terminate the $2,000 Credit Agreement signed in May 2014. At the time of the termination of the Credit Agreement, no amount was owed by the Company under the Credit Agreement, and contemporaneously with the termination of the Credit Agreement, the 10,909 warrants were likewise terminated.

A summary of the warrant activity is as follows:

 
September 30, 2015
September 30, 2014
 
Warrants
Weighted
Average
Exercise Price
Per Share
Warrants
Weighted
Average
Exercise Price
Per Share
Outstanding at beginning of period
 
213,521
 
$
0.0284
 
 
77,155
 
$
0.0289
 
Issued
 
40,560
 
 
0.0193
 
 
124,711
 
 
0.0275
 
Expired/Cancelled
 
(16,259
)
 
0.0500
 
 
(28,052
)
 
0.0225
 
Outstanding at end of period
 
237,822
 
$
0.0264
 
 
173,814
 
$
0.0286
 
Exercisable at end of period
 
237,822
 
$
0.0264
 
 
173,814
 
$
0.0286
 

A summary of the status of the warrants outstanding and exercisable as of September 30, 2015 is as follows:

Number of Warrants
Weighted Average Remaining Life (Years)
Weighted Average Exercise Price Per Share
Warrants
 
27,400
 
 
2.52
 
$
0.0225
 
Warrants
 
193,968
 
 
1.26
 
$
0.0275
 
Warrants
 
3,294
 
 
0.13
 
$
0.0500
 
Warrants
 
13,160
 
 
2.83
 
$
0.0125
 
 
 
237,822
 
 
1.48
 
$
0.0264
 

9.   Stockholders’ equity:

Common stock options:

At December 31, 2014, the Company has three stock-based employee compensation plans, the 1999 Option Plan, the 2009 Stock Compensation Plan, and the 2011 Stock Compensation Plan. The 1999 Option Plan expired in April 2009 (options outstanding under that plan are not affected by its expiration). The Company may also grant options to employees, directors and consultants outside of the active 2009 and 2011 plans under individual plans.

Information with respect to the Stock Compensation Plans at December 31, 2014 is as follows:

 
1999 Option
Plan
2009 Stock
Compensation Plan
2011 Stock
Compensation Plan
Individual
Plans
Shares authorized for issuance
4,000
7,000
150,000
Option vesting period
Quarterly over
3 years
Quarterly over
3 years
Immediate/Quarterly
over 3 years
Quarterly over
3 years
Date adopted by stockholders
June 2009
November 2011
Option term
7 Years
7 Years
7 Years
7 Years
Options outstanding
25
425
71,437
125
Options exercisable
25
425
56,483
125
Weighted average exercise price
$0.200
$0.105
$0.046
$0.15

Valuation and Expense Information:

The weighted-average fair value of stock-based compensation is based on the Black Scholes Merton valuation model.

Forfeitures are estimated and it is assumed no dividends will be declared. The estimated fair value of stock-based compensation awards to employees is amortized over the vesting period of the options. The fair value calculations are based on the following assumptions:

 
Year Ended
December 31, 2014
Year Ended
December 31, 2013
Risk free interest rate
0.04% - 3.73%
0.40% - 4.92%
Expected life (years)
3.26 - 7.00
2.82 - 7.00
Expected volatility
91.99% - 198.38%
91.99% - 198.38%
Expected dividends
None
None
Estimated average forfeiture rate
10%
10%

The following table summarizes the allocation of stock-based compensation expense for the years ended December 31, 2014 and 2013. During 2014, the Company granted 4,500 options at a weighted average grant date fair value of $0.02 per share. There were no stock options exercised during the years ended December 31, 2014 and 2013.

 
Year Ended
December 31,
2014
Year Ended
December 31,
2013
Research and development
$
77
 
$
262
 
Sales and marketing
 
72
 
 
100
 
General and administrative
 
134
 
 
410
 
Director options
 
15
 
 
47
 
Stock-based compensation expense included in operating expenses
$
298
 
$
819
 
 

As of December 31, 2014, there was $236 of total unrecognized compensation cost related to non-vested share-based compensation arrangements. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.0 years.

The cash flows from tax benefits for deductions in excess of the compensation costs recognized for share-based payment awards would be classified as financing cash flows. Due to the Company’s loss position, there were no such tax benefits during the year ended December 31, 2014.

The summary activity for the Company’s 2009 and 2011 Stock Compensation Plans, the 1999 Option Plan and Individual Plans is as follows:

 
December 31, 2014
December 31, 2013
 
Shares
Weighted
Average
Exercise
Price
Aggregate
Intrinsic
Value
Weighted
Average
Remaining
Contractual
Life
Shares
Weighted
Average
Exercise
Price
Aggregate
Intrinsic
Value
Weighted
Average
Remaining
Contractual
Life
Outstanding at beginning of period
 
69,537
 
$
0.05
 
 
 
 
 
 
 
 
44,529
 
$
0.05
 
 
 
 
 
 
 
Granted
 
4,500
 
$
0.02
 
$
27
 
 
 
 
 
26,553
 
$
0.04
 
 
 
 
 
 
Forfeited/ Cancelled
 
(2,025
)
$
0.11
 
 
 
 
 
 
 
 
(1,545
)
$
0.11
 
 
 
 
 
 
 
Outstanding at period end
 
72,012
 
$
0.04
 
 
 
 
4.18
 
 
69,537
 
$
0.05
 
 
 
 
5.02
 
Options vested and exercisable at period end
 
57,058
 
$
0.05
 
$
7
 
 
3.86
 
 
43,379
 
$
0.05
 
 
 
 
4.61
 
Weighted average grant-date fair value of options granted during the period
$
0.04
 
 
 
 
 
 
 
 
 
 
$
0.04
 
 
 
 
 
 
 
 
 
 

The following table summarizes significant ranges of outstanding and exercisable options as of December 31, 2014:

 
Options Outstanding
Options Exercisable
Range of Exercise Prices
Options
Outstanding
Weighted Average
Remaining Contractual
Life (in years)
Weighted
Average
Exercise Price
Number
Outstanding
Weighted
Average
Exercise Price
$0.00 – $0.50
 
72,012
 
 
4.18
 
$
0.04
 
 
57,058
 
$
0.05
 

A summary of the status of the Company’s non-vested shares as of December 31, 2014 is as follows:

Non-vested Shares
Shares
Weighted Average
Grant-Date
Fair Value
Non-vested at January 1, 2013
 
26,158
 
$
0.04
 
Granted
 
4,500
 
$
0.04
 
Forfeited
 
(598
)
$
0.03
 
Vested
 
(15,106
)
$
0.04
 
Non-vested at December 31, 2014
 
14,954
 
$
0.04
 

An employee or consultant desiring to exercise or convert his or her stock options must provide a signed notice of exercise to the Chief Financial Officer. Once the exercise is approved an issue order is sent to the Company’s transfer agent and by certificate or through other means of conveyance, the shares are delivered to the employee or consultant, generally within three business days.

The Company expects to make additional option grants in future years. The options issued to employees and directors will be subject to the same provisions outlined above, which may have a material impact on the Company’s financial statements.

As of December 31, 2014, 72,012 shares of common stock were reserved for issuance upon exercise of outstanding options.

Treasury Stock:

The Company received 6,500 shares of its Common Stock having a fair value under the cost method of $325 in January 2012, in settlement of a 16b suit brought by a shareholder against Phoenix Venture Fund, LLC (“Phoenix”). At December 31, 2014, the total value of treasury stock was $325. The Company has no plans to repurchase shares of Common Stock in the future.

Preferred Shares:

The Company has five series of Preferred Stock: Series A-1 Preferred Stock, Series B Preferred Stock, Series C Preferred Stock, Series D-1 Preferred Stock and Series D-2 Preferred Stock. Generally, the Company’s Preferred Stock votes together on an as converted basis with the holders of Common Stock. In addition, the Company’s Preferred Stock enjoys certain protective provisions, a liquidation preference and anti-dilution protection that are similar to one another.

The Company has amended its Amended and Restated Certificate of Incorporation to increase the number of authorized shares of its Series D-1 and Series D-2 Preferred Stock. The Company solicited its stockholders and its stockholders approved an amendment of the Company’s Amended and Restated Certificate of Incorporation to increase the number of authorized shares of Series D-1 Preferred Stock from 6,000 to 10,000, and of Series D-2.

Preferred Stock from 9,000 to 10,000 (the “Charter Amendment”). The Charter Amendment allows the Company to have additional shares of stock available for possible future capital raising activities as approved by the Board of Directors.

The Company has amended and restated the Certificates of Designation for the Series A-1 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock to, among other things, subordinate the Series A-1 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock, in terms of dividend rights, liquidation preferences and other rights, to the Series D Preferred Stock. Holders of at least a majority of the shares of the Company’s Series A-1 Preferred Stock, Series B Preferred Stock and Series C Preferred Stock have approved the amendment and restatement of the Certificate of Designation applicable to such holders.

Information with respect to the classes of Preferred Stock at December 31, 2014 is as follows:

Class of
Preferred Stock
Issue Date
Annual
Dividend
Annual
Dividend
Payable, in
Cash or
In Kind
Liquidation
Preference
Conversion
Price
Total
Preferred
Shares
Outstanding
Common
Shares to
be issued if
Fully
Converted
Series A-1
May 2008
 
8
%
Quarterly in Arrears
$
1.00
 
$
0.1400
 
 
875
 
 
6,252
 
Series B
August 2010
 
10
%
Quarterly in Arrears
$
1.50
 
$
0.0433
 
 
12,251
 
 
282,750
 
Series C
December/
March 2011
 
10
%
Quarterly in Arrears
$
1.50
 
$
0.0225
 
 
4,975
 
 
221,104
 
Series D-1
November 2012/
May and
December 2013
 
10
%
Quarterly in Arrears
$
1.00
 
$
0.0225
 
 
5,800
 
 
257,773
 
Series D-2
November 2012/
May and
December 2013
 
10
%
Quarterly in Arrears
$
1.00
 
$
0.0500
 
 
5,720
 
 
114,400
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
882,279
 
 

Information with respect to dividends issued on the Company’s Preferred stock for the years ended December 31, 2014 and 2013 is as follows:

 
December 31,
December 31,
 
2014
2013
2014
2013
 
Dividends
Beneficial Conversion Feature
Related to dividends
Series A-1
$
82
 
$
78
 
$
 
$
 
Series B
 
1,149
 
 
1,044
 
 
 
 
 
Series C
 
468
 
 
433
 
 
152
 
 
191
 
Series D-1
 
472
 
 
131
 
 
195
 
 
59
 
Series D-2
 
541
 
 
402
 
 
 
 
 
Total
$
2,712
 
$
2,088
 
$
347
 
$
250
 

Series A-1 Preferred Stock

The shares of Series A-1 Preferred Stock are convertible any time and are subordinate to the Series B, Series C and Series D Preferred Stock.

In November 2014, a total of 238 shares of Series A-1 Preferred Stock was converted and the Company issued 1,701 shares of Common Stock.

Series B Preferred Stock

The shares of Series B Preferred Stock are convertible at any time and are subordinate to the Series C and Series D Preferred Stock.

Series C Preferred Stock

The shares of Series C Preferred Stock are convertible into Common Stock at any time and are subordinate to the Series D Preferred Stock.

In January 2012, the Company received 6,500 shares of Common Stock from Phoenix in settlement of a 16b claim brought by a Company stockholder against Phoenix, certain affiliates and the Company, as a nominal defendant. The Common Stock was valued at $325. In settlement of an indemnification claim brought by Phoenix in March 2012, resulting from the settlement of the 16b claim in January 2012, the Company issued to Phoenix 278 shares of Series C Preferred Stock valued at $417. The Company booked a $417 accretion amount for the beneficial conversion feature on the 278 shares of Series C Preferred Stock.

In November 2013, a shareholder converted 100 shares of Series C Preferred Stock, and the Company issued 4,452 share of common stock.

In August 2014, a total of 1 share of Series C Preferred Stock was converted and the Company issued 47 shares of Common Stock.

Series D Preferred Stock

The material terms of the Series D-1 and Series D-2 Preferred Stock, other than the initial conversion price, are essentially the same. The shares of Series D Preferred Stock are convertible at any time and rank senior to the Company’s outstanding shares of Series A-1, Series B and Series C Preferred Stock, and of Common Stock with respect to dividend rights and liquidation preferences.

In May 2013, the Company completed a private placement of 230 units of Series D Preferred Stock consisting of one (1) share of Series D-1 Preferred Stock and four (4) shares of Series D-2 Preferred Stock. The private placement provided $1,150 in proceeds to the Company.

On December 31, 2013, the Company converted approximately $1,179 of short-term debt plus accrued interest into 786 shares of Series D-1 Preferred Stock and 393 shares of Series D-2 Preferred Stock. The investors received one hundred percent (100%) warrant coverage. These warrants were immediately exercisable and expire three (3) years from the date of issuance. See the warrant table below for more detail. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

On December 31, 2013, the Company sold for $870 in cash, net of a $40 administrative fee paid to SG Phoenix, 607 Shares of Series D-1 preferred Stock and 303 shares of Series D-2 Preferred Stock. The investors received hundred percent (100%) warrant coverage. These warrants are immediately exercisable and expire three (3) years from the date of issuance. See the warrant table below for more detail. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

The Company recorded a beneficial conversion feature related to the shares of Series D Preferred Stock issued in the 2013 closings of $411 based on the accounting conversion price of the shares of Series D Preferred Stock issued.

In connection with the December 31, 2013 offering, the Company adjusted the number of shares of Series D-1 Preferred Stock and Series D-2 Preferred Stock issued to investors in the May 2013 offering described above, in order to give such investors shares of Series D-1 Preferred Stock and Series D-2 Preferred Stock in the same ratio as offered to Investors in the December 31, 2013 offering. This resulted in an exchange of 537 shares of Series D-2 Preferred into Series D-1 Preferred. The Company also issued warrants to purchase Common Stock in the same manner as offered to investors in the December 31, 2013 offering.

On February 7, 2014, the Company sold for $733 in cash, net of a $47 administrative fee paid in cash to SG Phoenix and a nonrelated third party, 520 shares of Series D-1 preferred Stock and 260 shares of Series D-2 Preferred Stock. The investors received one hundred percent (100%) warrant coverage. These warrants are immediately exercisable at $0.0275 per share and expire December 31, 2016. See the warrant table below for more detail. The warrants are exercisable in whole or in part into shares of the Company’s Common Stock and contain a cashless exercise provision.

On March 6, 2014, the Company sold for $406 in cash, net of a $4 in administrative fee paid in cash to an unrelated third party, 273 Shares of Series D-1 Preferred Stock and 137 shares of Series D-2 Preferred Stock. The investors received one hundred percent (100%) warrant coverage. These warrants are immediately exercisable at $0.0275 per share and expire December 31, 2016. See the warrant table below for more detail. The warrants are exercisable in whole or in part into shares of the Company’s Common Stock and contain a cashless exercise provision.

On August 5, 2014, the Company sold for $1,070 in cash, net of $50 in administrative fees paid in cash to SG Phoenix, 1,120 Shares of Series D-1 Preferred Stock.

SG Phoenix received warrants to purchase 3,000 shares of Common stock, and two unrelated parties received warrants to purchase an aggregate of 1,309 shares of Common Stock in payment of administrative and finder’s fees associated with the financings, in addition to the cash payments discussed above. These warrants are immediately exercisable and expire three (3) years from the date of issuance. The warrants are exercisable in whole or in part and contain a cashless exercise provision.

Preferred Stock Voting and Other Rights

Generally, the Company’s Preferred Stock votes together on an as converted basis with the holders of Common Stock. In addition, the Company’s Preferred Stock enjoys certain protective provisions, a liquidation preference and anti-dilution protection that are similar to one another.

Warrants:

Summary of Warrant exercises in 2014 and 2013:

 
December 31,2014
December 31, 2013
 
Warrants
Common
Shares
Issued
Cash
received
Warrants
Common
Shares
Issued
Cash
received
 
 
 
 
 
$
 
 
1,300
 
 
1,300
 
$
29
 
 
 
 
 
 
$
 
 
11,111
 
 
2,283
 
$
 
Total
 
 
 
 
$
 
 
12,411
 
 
3,583
 
$
29
 

Summary of warrants issued in 2014 and 2013:

 
December 31, 2014
December 31, 2013
 
Related
Party
Other
Total
Related
Party
Other
Total
Warrants issued in connection with Notes
 
 
 
 
 
 
 
19,584
 
 
2,083
 
 
21,667
 
Warrants issued with purchase of Series D Preferred
 
6,159
 
 
15,259
 
 
21,418
 
 
9,561
 
 
9,428
 
 
18,989
 
Warrants issued in the December Series D Preferred exchange
 
 
 
 
 
 
 
 
 
 
2,827
 
 
7,627
 
 
10,454
 
Warrants issued with line of credit
 
 
 
11,564
 
 
11,564
 
 
 
 
 
 
 
Contingent Warrants issued
 
34,062
 
 
86,723
 
 
120,785
 
 
 
 
 
 
 
Total
 
40,221
 
 
113,546
 
 
153,767
 
 
31,972
 
 
19,138
 
 
51,110
 

A summary of the outstanding warrants is as follows:

 
December 31, 2014
December 31, 2013
 
Warrants
Weighted Average
Exercise Price
Warrants
Weighted Average
Exercise Price
Outstanding at beginning of period
 
77,155
 
$
0.0289
 
 
151,722
 
$
0.0269
 
Issued
 
153,767
 
$
0.0275
 
 
51,110
 
$
0.0283
 
Exercised
 
 
 
 
 
(12,411
)
$
0.0225
 
Expired
 
(17,401
)
$
0.0225
 
 
(113,266
)
$
0.0230
 
Outstanding at end of period
 
213,521
 
$
0.0284
 
 
77,155
 
$
0.0289
 
Exercisable at end of period
 
213,521
 
$
0.0284
 
 
77,155
 
$
0.0289
 

A summary of the status of the warrants outstanding as of December 31, 2014 is as follows:

Number of Warrants
Outstanding and Exercisable
Weighted Average
Remaining Life
Weighted Average
Exercise Price per share
8,643
 
1.95
 
$
0.0275
 
204,878
 
0.52
 
$
0.0500
 
213,521
 
1.89
 
$
0.0284
 
 

Contingent warrants:

Investors that received warrants in connection with the December 31, 2013 Series D Preferred Stock offering, received 120,785 additional warrants during 2014 due to the Company not achieving certain revenue targets during the first three quarters of 2014. The Company ascribed a value at December 31, 2013 of $1,618 to the contingent warrants using a Black Sholes Merton pricing model. The cost of the contingent warrants was recognized at December 31, 2013 due to the assessment by the Company of the likelihood of achieving the revenue targets in 2014.

At December 31, 2014, 213,521 shares of common stock were reserved for issuance upon exercise of outstanding warrants.