Annual report pursuant to Section 13 and 15(d)

Common Stock Transactions

v3.3.1.900
Common Stock Transactions
12 Months Ended
Dec. 31, 2015
Equity [Abstract]  
Common Stock Transactions

NOTE 7 - COMMON STOCK TRANSACTIONS

 

Year Ended December 31, 2015

 

During the year ended December 31, 2015, the Company issued an aggregate of 2,360,417 shares of common stock to employees with a total fair value of $1,075,426 for services rendered. The shares issued are non-refundable and deemed earned upon issuance. As a result, the Company expensed the entire $1,075,426 upon issuance. The shares issued were valued at the date of the respective agreements.

 

During the year ended December 31, 2015, the Company issued an aggregate of 2,420,000 shares of restricted common stock to consultants with a total fair value of $1,265,133 for services rendered. The shares issued are non-refundable and deemed earned upon issuance. As a result, the Company expensed the entire $1,265,133 upon issuance. The shares issued were valued at the date of the respective agreements.

 

In February 2015 the Company issued 2,500,000 shares of the its restricted common stock in exchange for all of the issued and outstanding shares of Franklin Networks, Inc., a Tennessee corporation. In December 2015, the Company cancelled 2,500,000 shares of its restricted common stock due to rescission and unwinding of the acquisition agreement. The value of the shares on the issuance date was $1,700.000 and the value of the shares on the rescission date was $500,000, resulting in a net charge to additional paid in capital of $1,200,000.

 

The shares on the issuance date was $1,700.000 and the value of the shares on the rescission date was $500,000, resulting in a net charge to additional paid in capital of $1,200,000.

 

Common Stock with Vesting Terms:

 

In August 2015, the Company granted and issued 100,000 shares of its restricted common stock to an employee pursuant to an employment agreement. The 100,000 shares vest over a period of one year with a fair value of $37,000 at the date of grant.

 

In February 2015, the Company granted and issued 500,000 shares of its restricted common stock to a consultant pursuant to a consulting agreement. The 500,000 shares are forfeitable and are deemed earned upon completion of service over a period of twenty four months. Pursuant to current accounting guidelines, the Company recognizes the fair value of these shares as they vest.

 

During the year ended December 31, 2015, 270,833 of these shares vested and as a result, the Company recognized compensation cost of $61,250. As of December 31, 2015, total unvested shares totaled 329,167 shares with unearned compensation costs of approximately $76,000 which will be recognized in fiscal years 2016 and 2017.

 

Year Ended December 31, 2014

 

On December 29, 2014 the Company sold a total of 4,000,000 shares of restricted common stock at a price of $0.40 per share for an aggregate amount of $1,600,000. One of the two purchasers of these shares, Mark McGarrity, became our chief information officer in 2015.

 

In December 2014 the Company entered into an employment agreement with two officers effective February 2015. As part of the agreement, the Company agreed to issue a total of 5,500,000 shares of the Company’s restricted common stock as a form of signing bonus. The Company determined that it was contractually obligated to issue the 5,500,000 signing bonus shares at December 31, 2014 and as a result, recorded its fair value of $987,500 in the accompanying 2014 statement of operations as part of professional fees. The shares issuable were valued at the date of the respective agreements. These shares were issued in 2015.