Preferred Stock
ForceField is authorized to issue 12,500,000
shares of preferred stock at a par value of $0.001. No shares of preferred stock were issued and outstanding as of either June
30, 2015 or December 31, 2014.
Common Stock
ForceField is authorized to issue 37,500,000
shares of common stock at a par value of $0.001 and had 20,000,182 shares of common stock issued and 17,828,189 shares of common
stock, net of shares held in treasury, outstanding as of June 30, 2015.
Common Stock Held in Treasury at Cost
On March 5, 2015, the Company reacquired
255,351 shares of its common stock in the divestiture of the 50.3% equity investment in TPE. On June 30, 2015, the Company reacquired
454,545 shares of its common stock in the divestiture of ESCO. These shares of common stock are held in treasury by the Company.
At June 30, 2015, a total of 2,171,993 shares of the Company’s common stock were held in treasury at a cost of $1,967,241.
Common Stock Issued in Private Placements
During the six-month period ended June
30, 2015, the Company accepted subscription agreements from investors and issued 357,634 shares of its common stock along with
an equal number of stock purchase warrants for gross proceeds totaling $1,929,511. The cost of these issuances was $174,200.
Common Stock Issued in Exchange for Services
During the six-month period ended June
30, 2015, the Company issued 5,208 shares of its common stock valued at $36,000 to its three independent directors in accordance
with their board compensation agreements and issued another 2,000 shares of its common stock valued at $12,880 for investor relations
services.
Common Stock Issued in Lieu of Cash for Loans Payable
and Other Accrued Obligations
On March 31, 2015, the Company agreed
to exchange 181,818 shares with an equal number of common stock purchase warrants in lieu of cash to satisfy a $1.0 million promissory
note payment owed to an investor. The conversion price granted to the investor for the share exchange was in accord with the terms
offered under the Company’s current equity private placement memorandum. The fair value of the common stock was $1,363,635.
The stock purchase warrants have been accounted for as equity in accordance with ASC 480 by using the Black-Scholes model. The
Company calculated a relative fair value of $369,779 for these stock purchase warrants. The difference between the fair value of
the equity and the settled liability totaled $733,414 and was recorded as a loss on settlement of debt.
Common Stock Issued for Financing Costs
On January 9, 2015, the Company issued
17,416 shares of its common stock valued at $6.44 per share, or $112,159, to extend the terms of a promissory note and other purchase
obligations due to the former stockholder and certain employees of ESCO. Additionally, on March 31, 2015, the Company issued 601
shares of its common stock valued at $7.49, or $4,500, in connection with the placement of a convertible promissory note with an
accredited investor.
Stock Purchase Warrants
The following table reflects all outstanding
and exercisable warrants at June 30, 2015:
| |
|
Number of
Warrants
Outstanding |
|
|
Weighted Average
Exercise Price |
|
|
Average Remaining
Contractual
Life (Years) |
|
| Balance, January 1, 2015 |
|
|
796,000 |
|
|
$ |
4.73 |
|
|
|
0.57 |
|
| Warrants issued |
|
|
539,452 |
|
|
$ |
5.45 |
|
|
|
0.70 |
|
| Warrants exercised |
|
|
(230,500 |
) |
|
$ |
— |
|
|
|
— |
|
| Warrants expired |
|
|
(90,000) |
|
|
$ |
— |
|
|
|
— |
|
| Balance June 30, 2015 |
|
|
1,014,952 |
|
|
$ |
5.23 |
|
|
|
0.50 |
|
All stock warrants are exercisable for
a period of one year from the date of issuance. The remaining contractual life of the warrants outstanding as of June 30, 2015
ranges from .03 to .80 years.
During the six-month period ended June
30, 2015, the Company issued 230,500 shares of its common stock for gross proceeds totaling $1,040,000 following the exercise of
an equal amount of stock purchase warrants. The cost of these issuances was $104,000.
|
