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Note 7 - Shareholders' Equity
12 Months Ended
Dec. 31, 2016
Notes  
Note 7 - Shareholders' Equity

NOTE 7SHAREHOLDERS’ EQUITY

 

We have authorized capital stock consisting of 100,000,000 shares of $0.0001 par value common stock and 400,000 shares of $0.0001 par value preferred stock. As of December 31, 2016, we had 25,630,120 shares of common stock issued and outstanding, and no shares of preferred stock issued and outstanding.

 

On November 30, 2015, the Company consummated the transaction evidenced by the agreement and plan of share exchange dated October 8, 2015 pursuant to which NABUFIT Global, Inc. issued 15,500,000 common shares of the Company in exchange for the 50,000 issued and outstanding capital stock of NABUFIT Global, ApS.  The net result of this reverse merger transaction was an increase in common shares of 19,387,236 for $248,580.  The 19,387,236 consists of 15,500,000 new shares issued, plus 3,937,236 shares that were issued to prior shareholders of NABUFIT Global, Inc. that came over as part of the reverse merger, less the 50,000 shares that the Company gave up in exchange.  The reverse merger effectively changed the Company’s capital structure from 50,000 common shares, $0.1507 par value, to 19,437,236 common shares, $0.0001 par value.

 

Stock Issued for Cash

 

On July 15, 2016, the Company announced the closing of the sale of 1,504,050 shares of its common stock for $1,383,726 or $0.92 per share. The sale of the Shares was registered pursuant to the Registration Statement on Form S-1 (File No. 333-210325) declared effective on June 13, 2016 and was made pursuant to subscription agreements dated on or about June 29, 2016.

 

During September 2016, the Company issued 358,012 shares of common stock to investors and service providers at $0.92 per share for a total of $329,373. 

 

On December 21, 2016, the Company issued 2,852,725 shares of common stock to various parties at $0.50 per share for a total of $1,426,346.  The sale of the Shares was registered pursuant to the Registration Statement on Form S-1 (File No. 333-210325) declared effective on June 13, 2016. 

 

Stock was issued for cash of $3,139,445 and $1,426,670 for the year ended December 31, 2016 and for the period from inception (June 26, 2015) through December 31, 2015, respectively.

 

Stock Issued for Services

 

Between August 18, 2016 and September 26, 2016, the Company issued 400,652 shares of common stock to investors and service providers at $0.92 per share for a total of $368,600.  The services have been classified as investor relations expense. 

 

Effective September 30 2016, the Company issued 418,825 shares of common stock to NR Sports in connection to the Neymar contract.  The shares were valued at $0.92 per share, which was the market price of the stock on the effective issuance date.  The expense of $385,361 was recorded as marketing expense.

 

On December 14, 2016, the Company issued 72,235 shares of common stock to third parties.  The shares were valued at $0.73 per share, which was the market price of the stock on the issuance date.  The expense of $52,696 was recorded as consulting expense.

 

During December 2016, the Company issued 150,000 shares of common stock to a service provider at $0.55 per share for a total of $82,500, which was expensed as investor relations. 

 

Total stock issued for services was $889,157 and $0 for the years ended December 31, 2016 and for the period from inception (June 26, 2015) through December 31, 2015, respectively.

 

Stock Issued for Share-Based Compensation

 

On September 30, 2015, the Company issued 30,000 shares of its common stock to two outside directors: Soren Jonassen and Ole Sigetty for their services through June 30, 2016. The shares issued were valued at $4.00 per share for a total of $240,000, which was the market price of the stock on the issuance date. Of the total amount $80,000 was expensed prior to the reverse merger and $20,000 was recorded as share-based compensation for the period from November 30, 2015 through December 31, 2015; the balance of $120,000 was recorded as a share-based compensation ratably over the first six months of 2016.

 

On July 1, 2016, the Company entered into a management agreement with Brian Mertz.  Pursuant to the agreement, the Company agreed to issue 250,002 shares of common stock as partial compensation for the six-month period ending December 31, 2016.  The Company issued 250,002 shares and recognized share-based compensation of $206,252 for the year ended December 31, 2016. 

 

On August 24, 2016, the Board of Directors approved share-based compensation for the twelve month period ending June 30, 2017 for the directors, chairman and secretary and also approved payments for services to Soren Jonassen and Ole Sigetty.  For the twelve month period, the directors receive 21,739 shares ($20,000), the chairman receives 32,608 shares ($30,000), and the secretary receives 8,152 shares ($7,500).  In addition, the Board approved payments for services to Soren Jonassen and Ole Sigetty for the twelve month period ending June 30, 2017 of 31,000 shares ($28,520) and 64,130 shares ($59,000), respectively.  For year ended December 31, 2016, the total share-based compensation recognized pursuant to these agreements was $91,925.

 

On December 14, 2016, the Company issued 60,000 shares at $0.73 per share to 10 employees.  The expense of $43,800 was recognized in December 2016.  The Company also issued 15,000 shares to one employee based on a six-month employment agreement that began September 1, 2016 of which $11,444 was expensed during the year ended December 31, 2016, after foreign exchange translation adjustments.

 

Total share-based compensation of $473,420 and $20,000 was recorded for the year ended December 31, 2016 and for the period from inception (June 26, 2015) to December 31, 2015, respectively. As of December 31, 2016, the Company had $84,990 of unrecognized share-based compensation that will be expensed over the first six months of 2017.