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Stockholders' Equity (Deficit)
9 Months Ended
Jan. 31, 2013
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]

Note 6 – Stockholders’ Equity (Deficit)

 

Shares Authorized

 

Upon formation the total number of shares of all classes of stock which the Company is authorized to issue is Seventy Five Million (75,000,000) shares which shall be Common Stock, par value $.0001 per share.

 

Common Stock

 

On April 21, 2010, the Company issued 4,000,000 shares of its common stock at $0.001 per share, to its sole Director, or $4,000 in cash.

 

In January 2011, the Company issued 430,000 shares of its common stock at $0.03 per share, or $12,900 in cash.

 

In February and March, 2011, the Company issued 540,000 shares of common stock at $0.03 per share, or $16,200 in cash.

 

During the fiscal year ended April 30, 2012, the Company issued 400,000 shares of its common stock to an unrelated third party at $1.00 per share, or $400,000 in cash.

 

In September 2012, the Company issued 275,000 shares of its common stock to unrelated third parties at $1.00 per share, or $275,000 in cash.

 

On November 15, 2012, the Company entered into a securities purchase agreement with an investor pursuant to which the Company issued the investor 100,000 shares of common stock for an aggregate purchase price of $100,000.

 

On December 13, 2012, the Company entered into a securities purchase agreement with an investor pursuant to which the Company issued the investor 200,000 shares of common stock for an aggregate purchase price of $200,000.

 

Issuance of Common Stock for Obtaining Employee Services

 

Authorization of Stock Grants to Directors

 

On January 29, 2013, the Company granted Mr. Schleimer and Mr. Krigsman 100,000 shares of the Company’s restricted common stock each or 200,000 shares in aggregate in conjunction with their appointment to the Company's board of directors. These restricted shares will be vested in one year, with a two year lock-up period after vesting. These restricted shares were valued at $0.35 per share or $70,000 on the date of grant and are amortized over the vesting period, or $17,500 per quarter.

 

Issuance of Common Stock to Parties Other Than Employees for Acquiring Goods or Services

 

Advisory Board Agreements

 

On January 29, 2013, the Company entered into an Advisory Board Agreement (“Advisory Agreement”) with 4 individuals. Pursuant to the Advisory Agreement, the Advisory Board Members agreed to provide advisory service to the Board and officers of the Company on various business matters for one year in exchange for 100,000 shares each or total of 400,000 shares of restricted common stock of the Company. The restricted shares will be vested after two years, with a two year lock-up period after vesting. These restricted shares were valued at $0.34 per share or $136,000 on the date of grant and are amortized over the vesting period, or $17,000 per quarter.

 

Authorization of Stock Grants to Consultants

 

On January 29, 2013, the Company entered into 5 Consulting Services Agreements (“Consulting Agreements”) with 5 consultants. Pursuant to the Consulting Agreements, the Company agreed to issue a total of 160,000 shares of the Company’s restricted common stock to consultants for services to be performed for one year. The shares will be vested in two years, with a two year lock-up period after vesting. These restricted shares were valued at $0.34 per share or $54,400 on the date of grant and are amortized over the vesting period, or $6,800 per quarter.

 

Warrants

 

(i) Warrants Issued in September 2011

 

On September 23, 2011, pursuant to the Management Agreement, the Company issued Trinad LLC a Warrant to purchase 1,125,000 shares of the Company’s common stock at an exercise price of $0.15 per share expiring five (5) years from the date of issuance.

 

Summary of Warrant Activities

 

The table below summarizes the Company’s warrant activities:

 

    Number of
Warrant Shares
    Exercise 
Price Range
Per Share
    Weighted Average Exercise Price     Fair Value at Date of Issuance     Aggregate
Intrinsic
Value
 
                               
Balance, April 30, 2012     1,125,000     $ 0.15     $ 0.15     $ 82,575     $ -  
                                         
Granted     -     $ -     $ -     $ -       -  
                                         
Canceled for cashless exercise     (- )     -       -       -       -  
                                         
Exercised (Cashless)     (- )     -       -       -       -  
                                         
Exercised     (- )     -       -       -       -  
                                         
Expired     -       -       -       -       -  
                                         
Balance, January 31, 2013     1,125,000     $ 0.15     $ 0.15     $ 82,575       -  
                                         
Earned and exercisable, January 31, 2013     500,000     $ 0.15     $ 0.15     $ 36,704       -  
                                         
Unvested, January 31, 2013     625,000     $ 0.15     $ 0.15     $ 45,871       -  

 

The following table summarizes information concerning outstanding and exercisable warrants as of January 31, 2013:

 

    Warrants Outstanding     Warrants Exercisable  
Range of Exercise Prices   Number Outstanding     Average Remaining Contractual Life  (in years)     Weighted Average Exercise Price     Number Exercisable     Average Remaining Contractual Life  (in years)     Weighted Average Exercise Price  
                                                   
$ 0.15     1,125,000       3.64     $ 0.15       1,125,000       3.64     $ 0.15  
                                                   
                                                 
                                                   
$ 0.15     1,125,000       3.64     $ 0.15       1,125,000       3.64     $ 0.15  

 

Options

 

On January 29, 2013, the Company awarded a stock option to purchase 250,000 shares of the Company’s common stock exercisable at $0.75 per share expiring seven (7) years from the date of grant to a director in conjunction with his consulting services performed for the Company, vested upon grant.  The Company estimated the fair value of option granted, estimated on the date of grant, using the Black-Scholes option-pricing model with the following weighted-average assumptions:

 

    January 29, 2013  
       
Expected life (year)     7.00  
         
Expected volatility     127.55 %
         
Risk-free interest rate     1.21 %
         
Expected annual rate of quarterly dividends     0.00 %

 

Expected volatility is based on historical volatility for the Company’s common stock. The Company currently has no reason to believe future volatility over the expected life of the option is likely to differ materially from its historical volatility.  The risk-free interest rate is based on a yield curve of U.S treasury interest rates on the date of valuation based on the expected term of the share options or equity instruments.  Expected dividend yield is based on our dividend history and anticipated dividend policy.

 

The fair value of share options or equity instruments granted, estimated on the date of grant, using the Black-Scholes option-pricing model, was $170,000.  The Company recorded the entire amount as stock based compensation expense on the date of grant.