Shareholders’ Deficit

12 Months Ended

Feb. 29, 2024

Shareholders’ Deficit [Abstract]

SHAREHOLDERS’ DEFICIT

NOTE 13 – STOCKHOLDERS’ DEFICIT

Common Stock

On February 29, 2024, and February 28, 2023, the Company had 150,000,000 shares of $0.0001 par value common stock authorized for issuance.

During the year ended February 29, 2024, the Company issued 9,918,302 shares of common stock for net proceeds of approximately $2,943 in cash and services. In addition, the Company also issued 25,000 shares of common stock for services rendered with a fair value of $6.

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.

Stock Options

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. 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, 2022		5,059,769		$	0.55	$	360
Granted		-			-		-
Exercised		-			-		-
Expired		(266,912	)		1.40		-
Total options, February 28, 2023		4,792,857		$	0.48	$	394
Granted		-			-		-
Exercised		-			-		-
Expired		(542,857	)		1.40		-
Total options, February 29, 2024		4,250,000		$	0.37	$	-
Exercisable, February 29, 2024		4,250,000		$	0.37	$	-

The exercise prices and information related to options under the 2011 Plan outstanding on February 29, 2024, 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		4,250,000		4,250,000		1.67	$	0.37	$	0.37

Warrants

	Number of Warrants			Exercise Price
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
Granted		60,000			0.50
Exercised		-			-
Expired		(103,100	)		1.40
Outstanding, February 29, 2024		3,521,664		$	0.83

There was no intrinsic value as of February 29, 2024, 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 29, 2024, 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
$0.50 to $1.40		3,521,664		3,521,664		4.9	$	0.83	$	0.83

The fair values of warrants issued during the year ended February 29, 2024, and February 28, 2023, were computed using various option pricing models including Black-Scholes model (notes payable 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 2024			Weighted Average Assumptions for Warrants Issued During the Fiscal 2023
Exercise Price	$	0.50		$	0.84
Share Price	$	0.164		$	0.341
Volatility %		160	%		224.6	%
Risk-Free Rate		4.9	%		2.04	%
Expected Term (yrs.)		1.5			6.9
Dividend Rate		0	%		0	%