NOTE 8: EQUITY TRANSACTIONS |
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Stockholders' Equity Note [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity Note Disclosure [Text Block] |
NOTE 8: EQUITY TRANSACTIONS
Common Stock
2013
On November 26, 2013 the Company entered into a two year executive employment agreement with Aiden Neary under which Mr. Neary was granted an aggregate of 285,714 common shares. 142,857 of the shares vest on the date of grant and 142,857 of the shares vest on November 26, 2014. The issuance of the shares is contingent upon the Company completing a reverse split of the common stock of the Company which was effected in April 2014. The fair value of the award was determined to be $300,000 and is it being recognized over the vesting period. The Company recognized $164,384 as amortization of stock compensation under this award during 2013.
During the year ended December 31, 2013, the Company granted stock awards to various employees and directors consisting of an aggregate of 800,000 common shares. The awards vest immediately, but the issuance of the shares is contingent upon the Company completing a reverse split of the common stock of the Company which was approved in May 2013. The aggregate fair value of these awards was determined to be $978,250 and it was recognized as amortization of stock compensation during the year ended December 31, 2013.
In addition to the stock awards described above, during the year ended December 31, 2013, Clean Coal issued an aggregate of 433,143 common shares for services values at $766,956, 292,432 common shares with debt valued at $182,192, 68,027 common shares for the conversion of debt valued at $40,000 (see Note 6), and issued 812,381 common shares for cash proceeds of $842,500.
2014
In April 2014, the Company effected a 35 to 1 reverse stock split. The Company also amended its authorized common shares on the same day to be 45,000,000 common shares. All share and per share amounts herein have been retroactively restated to reflect the split.
During the year ended December 31, 2014, the Company issued an aggregate of 9,736,826 common shares for the conversion of convertible debt and accrued interest of $1,498,045.
During the year ended December 31, 2014, the Company issued an aggregate of 1,851,428 common shares for services rendered valued at $639,866.
During the year ended December 31, 2014, the company borrowed an aggregate of $29,017 from Officers and Directors and issued 21,429 common shares in connection with the borrowings. The relative fair value of the shares was determined to be $8,319 and was recorded as a discount to the associated note and was fully amortized to interest expense during the year ended December 31, 2014.
During the year ended December 31, 2014, the Company issued an aggregate of 5,132,753 common shares to accrued liabilities to certain directors and third parties of $1,539,826. The fair value of the shares was determined to be $1,539,826.
During the year ended December 31, 2014, management returned a total of 2,270,887 common shares back to the Company which were cancelled.
On November 1, 2014, Aiden Neary forfeited his right to the 142,857 shares granted to him on November 26, 2013 which were going to vest on November 26, 2014. In connection with the forfeiture, the Company reversed an aggregate of $14,384 that was previously expensed under the award in 2013.
Options
On March 22, 2013, Clean Coal granted a consultant an aggregate of 28,571 common stock options which have a term of 3 years and the following exercise prices and vesting terms: 11,429 options are exercisable at $5.25 per share and vest on March 22, 2013, 8,571 options are exercisable at $8.75 per share and vest on July 1, 2013 and 8,571 options are exercisable at $12.25 per share and vest on July 1, 2013. The fair value of these options was determined to be $31,307 using the Black-Scholes Option Pricing Model. The significant assumptions used in the model include (1) discount rate of 0.39%, (2) expected term of 3 years (3) expected volatility of 126.53% and (4) zero expected dividends. $31,307 was expensed during the year ended December 31, 2013.
On May 9, 2013, the Company awarded two engineering consultants 28,571 common stock options each which have a term of 5 years, are exercisable at $1.75 per share and vest on December 31, 2013. The aggregate fair value of these options was determined to be $68,432 using the Black-Scholes Option Pricing Model. The significant assumptions used in the model include (1) discount rate of 0.75%, (2) expected term of 3.15 years (3) expected volatility of 125.16% and (4) zero expected dividends. $68,432 was expensed during the year ended December 31, 2013.
During 2013, officers voluntarily returned for cancellation an aggregate of 457,143 previously granted options that had not vestd yet. In 2014, an officer voluntarily returned for cancellation 228,571 previously granted options that were fully vested on June 30, 2013.
There were no common stock options issued during the year ended December 31, 2014.
Aggregate options expense was $19,494 and $356,209 during 2014 and 2013, respectively. As of December 31, 2014, there was no unamortized options expense.
The following table presents the stock option activity during the years ended December 31, 2014 and 2013:
The weighted average remaining life of the outstanding options as of December 31, 2014 was 4.48 years and the intrinsic value of the exercisable options as of December 31, 2014 was $0.
The weighted average remaining life of the outstanding options as of December 31, 2013 was 5.25 years and the intrinsic value of the exercisable options as of December 31, 2013 was $0.
Common Stock Warrants
In November 2013, the Company issued a lender an aggregate of 310,863 common stock warrants in connection with a note payable. The warrants are exercisable immediately at $1.75 per share and expire on November 30, 2018. These warrants were accounted for as derivative liabilities under ASC 815 (see Note 7). The fair value of the warrants of $292,148 was recorded as a debt discount which is being amortized to interest expense over the life of the note. The fair value was determined using the Black-Scholes Option Pricing Model. The significant assumptions used in the model include (1) discount rate of 1.34%, (2) expected term of 5.01 years (3) expected volatility of 154% and (4) zero expected dividends.
In December 2013, the Company issued a lender an aggregate of 38,571 common stock warrants in connection with a note payable. The warrants become exercisable on June 4, 2014 at $$1.75 per share and expire on June 4, 2017. The relative fair value of the warrants of $21,181 was recorded as a debt discount which is being amortized to interest expense over the life of the note. The fair value was determined using the Black-Scholes Option Pricing Model. The significant assumptions used in the model include (1) discount rate of 0.64%, (2) expected term of 3.5 years (3) expected volatility of 123% and (4) zero expected dividends.
During the year ended December 31, 2014, the Company granted 4,180,000 warrants with convertible debt. These warrants are tainted under ASC 815. The fair value of these warrants associated with the notes was determined to be $855,440 of which $400,000 was recorded as a discount to the notes and $455,440 was expensed as a loss on derivative liabilities (see Note 7).
The following table presents the stock warrant activity during the year ended December 31, 2014:
The weighted average remaining life of the outstanding warrants as of December 31, 2014 and 2013 was 4.85 and 4.75 years, respectively. The intrinsic value of the exercisable warrants as of December 31, 2014 and 2013 was $0.
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