XML 22 R14.htm IDEA: XBRL DOCUMENT

Share Capital

6 Months Ended

Mar. 31, 2022

NOTE 8 – SHARE CAPITAL

Preferred stock

The Company’s Board of Directors is authorized to issue, at any time, without further stockholder approval, up to 15,000,000 shares of preferred stock. The Board of Directors has the authority to fix and determine the voting rights, rights of redemption and other rights and preferences of preferred stock.

Common stock issued for cost method investment

On December 15, 2021, the Company issued 20,000,000 shares of its common stock to Jacobi Asset Management Holdings Limited’s shareholders as consideration of acquisition of 5.0% of the issued and outstanding ordinary shares of Jacobi. These shares were valued at $6,602,000, the fair market value on the grant date using the reported closing share price of the Company on the date of grant, and the Company recorded cost method investment of $6,602,000 (see Note 4).

Common stock issued for equity method investment

On March 17, 2022, the Company issued 15,151,515 shares of its common stock to Digiclear Shareholder for acquisition of 50% equity interest of Digiclear. These shares were valued at $5,000,000, the fair market value on the grant date using the reported closing share price on the date of grant.

Options

The following table summarizes the shares of the Company’s common stock issuable upon exercise of options outstanding at March 31, 2022:

		Options Outstanding						Options Exercisable
Range of Exercise Price		Number Outstanding at March 31, 2022		Weighted Average Remaining Contractual Life (Years)		Weighted Average Exercise Price		Number Exercisable at March 31, 2022		Weighted Average Exercise Price
$	0.09 – 1.00		4,850,000		3.52	$	0.29		50,000	$	0.40
	2.50		1,000,000		4.47		2.50		-		-
$	0.09 – 2.50		5,850,000		3.68	$	0.67		50,000	$	0.40

Stock option activities for the six months ended March 31, 2022 were as follows:

	Number of Options		Weighted Average Exercise Price
Outstanding at October 1, 2021		1,000,000	$	2.50
Granted		4,850,000		0.29
Terminated / Exercised / Expired		-		-
Outstanding at March 31, 2022		5,850,000	$	0.67
Options exercisable at March 31, 2022		50,000	$	0.40
Options expected to vest		5,800,000	$	0.67

The aggregate intrinsic value of stock options outstanding and stock options exercisable at March 31, 2022 was $300,000 and $0, respectively.

The fair values of options granted during the six months ended March 31, 2022 were estimated at the date of grant using the Black-Scholes option-pricing model with the following assumptions: volatility of 188.87% - 317.02%, risk-free rate of 0.39% - 1.26%, annual dividend yield of 0% and expected life of 1.00 - 5.00 years. The aggregate fair value of the options granted during the six months ended March 31, 2022 was $1,057,958.

For the three and six months ended March 31, 2022, stock-based compensation expense associated with stock options granted amounted to $525,622 and $904,368, respectively, which was recorded as professional fees on the accompanying unaudited condensed consolidated statements of operations and comprehensive (loss) income. There was no comparable stock-based compensation expense associated with stock options for the three and six months ended March 31, 2021.

In January 2022, the Company issued 50,000 stock options for software purchase. The fair value of 50,000 stock options granted was $11,237 which was recorded as the cost of software. For the three and six months ended March 31, 2022, amortization in connection with the software amounted to $936, which was included in amortization of intangible assets on the accompanying unaudited condensed consolidated statements of operations and comprehensive (loss) income.

A summary of the status of the Company’s nonvested stock options granted as of March 31, 2022 and changes during the six months ended March 31, 2022 is presented below:

	Number of Options			Weighted Average Exercise Price
Nonvested at October 1, 2021		1,000,000		$	2.50
Granted		4,850,000			0.29
Vested		(50,000	)		(0.40	)
Nonvested at March 31, 2022		5,800,000		$	0.67