XML 30 R20.htm IDEA: XBRL DOCUMENT v3.23.1
Stockholders' Deficit
 12 Months Ended
Feb. 28, 2023
Stockholders' Deficit [Abstract]  
STOCKHOLDERS’ DEFICIT

NOTE 13 – STOCKHOLDERS’ DEFICIT

 

Common Stock

 

On February 28, 2023 and February 28, 2022, the Company had 150,000,000 shares of $0.0001 par value common stock authorized for issuance.

 

During the year ended February 28, 2023, the Company issued 11,529,242 shares of common stock for net proceeds of approximately $3,270 in cash. During the year ended February 28, 2022, the Company issued 10,199,665 shares of common stock for net proceeds of approximately$2,653 in cash. Additionally, during the year ended February 28, 2022, the Company issued 1,571,429 shares of common stock in settlement of accounts payable and accrued expenses to related parties in the aggregate amount of $550 and issued 245,001 shares of common stock in exchange for services valued in the amount of approximately $74.

 

Stock Options

 

A summary of the Company’s stock option activity is as follows:

 

   Number of Shares   Exercise
Price		   Weighted Average Intrinsic Value 
(amounts in thousands, except share and per share data)            
Total options, February 28, 2021 (As Restated)   5,290,001   $0.77   $225 
Granted   
-
    
-
    
-
 
Exercised   
-
    
-
    
-
 
Cancelled   (230,232)   1.40    
-
 
Total options, February 28, 2022   5,059,769   $0.55   $360 
Granted   
-
    
-
    
-
 
Exercised   
-
    
-
    
-
 
Cancelled   (266,912)   1.40    
-
 
Total options, February 28, 2023   4,792,857   $0.48   $394 
Exercisable, February 28, 2023   4,792,857   $0.48   $394 

 

The exercise prices and information related to options under the 2011 Plan outstanding on February 28, 2023 are as follows:

 

Range of Exercise Price 

Stock
Options

Outstanding

  

Stock
Options

Exercisable

  

Weighted

Average

Remaining

Contractual Life

  

Weighted

Average

Exercise
Price of
Options

Outstanding

  

Weighted

Average

Exercise

Price of

Options

Exercisable

 
$0.25 to $1.40   4,792,857    4,792,857    2.38   $0.48   $0.48 

 

The Company granted no stock options under its stock option 2011 plan during Fiscal 2023 and 2022. During the year ended February 28, 2022, the Company recognized approximately $612 in share-based compensation expense related to the fair value of vested stock options. The aggregate fair value of the options was determined at the time of grant using a Black-Scholes option pricing model.

 

Employee Stock Option Plans

 

In October 2011, the Company’s shareholders approved the 2011 Director and Executive Officers Stock Option Plan (the “2011 Plan”). Under the 2011 Plan, the Company may grant options, or warrants, for up to 15% of the number of shares of Common Stock of the Company outstanding from time to time. Pursuant to this plan, the Board or a committee of the Board may grant an option to any person who is elected or appointed a director or executive officer of the Company. The exercise price of each option shall be at least equal to the fair market value of such shares on the date of grant, and the term of the options may not be greater than five years.

 

Warrants

 

   Number of
Warrants		   Exercise
Price		 
Outstanding, February 29, 2021   5,662,272   $1.40 
Granted   
-
    
-
 
Exercised   
-
    
-
 
Expired   (861,438)   1.40 
Outstanding, February 28, 2022   4,800,834   $1.40 
Granted   3,451,664    0.82 
Exercised   
-
    
-
 
Expired   (4,687,734)   1.40 
Outstanding, February 28, 2023   3,564,764   $0.86 

 

There was no intrinsic value as of February 28, 2023, as the exercise prices of these warrants were greater than the market price of the Company’s stock. The exercise prices and information related to the warrants under the 2011 Plan outstanding on February 28, 2023 are as follows:

 

Range of Exercise Price  Stock
Warrants
Outstanding		   Stock
Warrants
Exercisable		   Weighted
Average
Remaining
Contractual
Life		   Weighted
Average
Exercise
Price of
Warrants
Outstanding		   Weighted
Average
Exercise
Price of
Warrants
Exercisable		 
$0.85 to $1.40   3,564,764    3,564,764    5.83   $0.86   $0.86 

  

During March 2022, the Company reached a settlement agreement with its former Director, Robert Kopple, (see Note 9). As a part of the settlement, the Company issued to Mr. Kopple warrants to purchase 3,331,664 shares of the Company’s common stock (the “Kopple Warrants”) with a term of 7 years at an exercise price of $0.85 per share. The closing price of the Company’s common stock on the date of issuance was $0.317 per share. The fair value of the Kopple Warrants was approximately $1,051 and was recorded as a reduction to the outstanding balance of notes payable due Kopple and an increase in the additional paid-in capital of the Company.

 

During December 2022, the Company issued warrants to purchase 120,000 of the Company’s common stock with a term of 5 years at an exercise price of $0.50 per share in exchange for consulting services. The closing price of the Company’s common stock on the date of issuance was $0.425 per share. The fair value of the warrants issued for services was approximately $50,000 and was recorded as a general and administrative expense in the statement of operations and an increase in the additional paid-in capital of the Company.

 

The fair values of warrants issued during Fiscal 2023 were computed using various option pricing models including Black-Scholes model (Kopple warrants) and binomial model (services warrants) using the weighted average assumptions as set forth in the table below:

 

   Weighted Average Assumptions for Warrants
Issued
During the
Fiscal
2023		 
Exercise Price  $0.84 
Share Price  $0.341 
Volatility %   224.6%
Risk-Free Rate   2.04%
Expected Term (yrs)   6.9 
Dividend Rate   0%