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Shareholders' Deficit
6 Months Ended
Jun. 30, 2017
Equity [Abstract]  
Shareholders' Deficit

4. Shareholders’ Deficit

 

Common Stock

 

During the six months ended June 30, 2017, holders of Convertible Debentures with a face value of $164,938 and accrued interest of $13,629 converted their debentures into 1,079,114,357 shares of common stock. In addition, associated with these debentures, the Company recorded a gain on extinguishment of debt of $172,124.

 

Warrants

 

During the six months ended June 30, 2017, in conjunction with the sale of Convertible Debentures, the Company issued five-year common stock purchase warrants to acquire up to 8,000,000 shares to holders of the Debentures. In addition, the Company issued five-year common stock purchase warrants to acquire up to 1,050,000 shares to an agent who assisted in this financing. These warrants have an exercise price of $0.02 per share. The value of the warrants was determined using the Black Sholes option pricing model.

 

The value of the warrants issued to the note holder, $4,386, were reflected as a discount to the notes and the value of the warrants issued to the agent, $584, were reflected as a non-cash operating expense.

 

In March 2016, the Company issued a warrant exercisable into up to 1,000,000 shares of common stock in exchange for services provided by a consultant. The value of these warrants, $1,652, was determined using the Black Scholes option pricing model and was included as non-cash expense and additional paid-in capital during the six months ended June 30, 2016.

 

The balance of all warrants outstanding as of June 30, 2017 is as follows:

 

          Weighted     Weighted  
          Average     Average  
          Exercise     Fair  
    Warrants     Price     Value  
Outstanding at January 1, 2017     132,278,221     $ 0.0765          
Granted     9,050,000     $ 0.0200     $ 0.0005  
Cancelled     (26,577,571 )   $ 0.0745          
Exercised     -     $ -          
Outstanding at June 30, 2017     114,750,650     $ 0.0725          
                         
Exercisable at June 30, 2017     114,750,650     $ 0.0725          

 

Stock Options

 

Options outstanding as of June 30, 2017 are as follows:

 

          Weighted Average     Weighted Average     Aggregate  
          Exercise Price     Remaining Contractual     Intrinsic  
    Options     Per Share     Term (years)     Value (1)  
Outstanding at January 1, 2017     34,168,800     $ 0.02       7.03          
Granted     -     $ -       -          
Cancelled     -     $ -       -          
Exercised     -     $ -       -          
Outstanding at June 30, 2017     34,168,800     $ 0.02       6.54     $ -  
                                 
Exercisable at June 30, 2017     28,058,674     $ 0.02       6.54     $ -  
                                 
Weighted average fair value of options                                
granted during the period     -     $ -                  

 

(1) These amounts represent the excess, if any, between the exercise price and $0.0003, the closing market price of the Company’s common stock on June 30, 2017 as quoted on the Pink Sheets under the symbol “SCIE”.

 

At June 30, 2017, total unrecognized estimated employee compensation cost related to non-vested stock options granted prior to that date is $93,322, which we expect to be recognized over the next year.

 

Series AA Preferred Shares

 

On April 15, 2016, the Board of Directors of the Company authorized an amendment to the Company’s Articles of Incorporation, as amended (the “Articles of Incorporation”), in the form of a Certificate of Designation that authorized the issuance of up to three thousand (3,000) shares of a new series of preferred stock, par value $0.001 per share, designated “Series AA Super Voting Preferred Stock,” for which the board of directors established the rights, preferences and limitations thereof.

 

Each holder of outstanding shares of Series AA Super Voting Preferred Stock shall be entitled to one million (1,000,000) votes for each share of Series AA Super Voting Preferred Stock held on the record date for the determination of stockholders entitled to vote at each meeting of stockholders of the Company. The holders are restricted from voting the preferred shares for any proposal on the election of directors. The Company recorded a special dividend and valued the Series AA Super Voting Preferred Stock at $25,000 as of June 30, 2017 and December 31, 2016.