Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

v3.19.2
Stockholders' Equity
9 Months Ended
May 31, 2019
Notes to Financial Statements  
Note 5: Stockholders' Equity

Preferred Stock

 

In September of 2016, the Company issued options to purchase preferred stock at $0.0001 per share. This issuance was approved by our shareholders. The number of options is equal to the lesser of (a) the number of shares of common stock held by such shareholder on September 28, 2016, which accounts for approximately 25.6 million shares, or (b) the number of shares of common stock held by such shareholder on date of the shareholder’s exercise of the aforesaid option. The preferred stock that is the subject of such contingent option provides a right to elect a majority of the directors on the Board of Directors of the Corporation and does not include any rights to dividends, conversion to shares of common stock, or preference upon liquidation of the Corporation. The contingent option is exercisable only upon the acquisition of a 20% or greater voting interest in the Corporation by a party other than the founding shareholders, or prior to any proposed merger, consolidation (in which the Corporation’s common stock is changed or exchanged) or sale of at least 50% of the Corporation’s assets or earning power (other than a reincorporation). The right to exercise the option terminates on December 31, 2023.

 

Common Stock and Warrants

 

During the nine months ended May 31, 2019, the Company issued 267,500 shares of common stock following the exercise of warrants and received gross proceeds of $660,000. During the nine months ended May 31, 2018, the Company issued 25,000 shares of common stock following the exercise of warrants with an exercise price of $2 and received gross proceeds of $50,000

 

As described more fully in note 4, during the nine months ended May 31, 2019, the Company issued 6,799,347 shares of common stock in satisfaction of principal and accrued interest following conversion of convertible notes into shares of common stock.

 

On September 28, 2017, the Company granted each 26,316 common shares, through the ShiftPixy, Inc., Plan to two of its independent directors, Whitney White and Sean Higgins at a fair value of $2.85 per share, of which 50% will vest on the date marking the six-month anniversary and the remaining 50% of the shares vesting on the first anniversary (September 28, 2018) of service under the executed agreement. For the three and nine months ended May 31, 2019, the Company recognized $0 and $75,000 of compensation expense in its shareholders’ equity. For the nine months ended May 31, 2018, the Company recognized $125,354 of compensation expense in its shareholders’ equity.

  

On December 11, 2018, the Company granted each 32,895 common shares, through the ShiftPixy, Inc., Plan to Whitney White and Sean Higgins at a fair value of $2.28 per share, of which 50% will vest on the date marking the six-month anniversary (March 28, 2019) and the remaining 50% of the shares vesting on the second anniversary (September 27, 2019) of service under the executed agreements. For the three and nine months ended May 31, 2019, the Company recognized $38,600 and $93,976 of compensation expense in our condensed consolidated statement of operation.

 

On November 30, 2018, the Company granted 12,296 common shares, through the ShiftPixy, Inc., Plan to Ken Weaver, Chairman of its Audit Committee, at a fair value of $3.05 per share. For the three and nine months ended May 31, 2019, the Company recognized $0 and $37,500 of compensation expense in its shareholders’ equity. For the nine months ended May 31, 2018, the Company recognized 13,251 shares of common stock to Ken Weaver for services that vested during the nine months ended May 31, 2018, at a fair value of approximately $50,300.

 

On May 15, 2019, the Company granted 48,077 common shares, through the ShiftPixy, Inc., Plan to Ken Weaver at a fair value of $0.78 per share. For the three and nine months ended May 31, 2019, the Company recognized $37,500 of compensation expense in its shareholders’ equity.

 

The following tables summarize our warrants outstanding as of May 31, 2019:

 

   

Number

of shares

   

Weighted

average

remaining

life (years)

   

Weighted

average

exercise price

 
Warrants outstanding, August 31, 2018,     3,778,796       2.13     $ 2.84  
Issued     2,975,478       4.79     $ 1.75  
(Exercised)     (267,500 )     0.45     $ 2.47  
(Cancelled)     -       -       -  
(Expired)     (2,190,413 )     -     $ 2.87  
Warrants outstanding, May 31, 2019,     4,296,361       4.67     $ 2.08  
                         
Warrants exercisable, May 31, 2019,     4,296,361       4.67     $ 2.08  

  

The following table summarizes information about warrants outstanding as of May 31, 2019:

 

Exercise price    

Warrants

Outstanding

   

Weighted

average life of outstanding

warrants in years

 
$ 1.75       2,975,478       4.8  
$ 2.49       1,220,883       4.5  
$ 6.90       100,000       3.1  
          4,296,361       4.7