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STOCKHOLDERS’ EQUITY
 3 Months Ended
Jun. 30, 2026
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

(7) STOCKHOLDERS’ EQUITY

 

Common Stock

 

Effective December 6, 2018, three existing stockholders have contributed to the Company a portion of their common shares held at a repurchase price to the Company of $0.05 per share. The Company has cancelled the acquired shares, which decreased the common shares outstanding. The total number of common shares cancelled/retired was 8,000,000, of which 6,000,000 shares were owned by a related party to the Company. The total liability related to the repurchase of these shares is $400,000, with repayment to the related party stockholders contingent on a major financing event. $300,000 of the $400,000 liability is due to a related party.

 

 

Warrants to Purchase Common Stock

 

The Company’s related party lenders consist of: the Chairman of the Board of Directors and a stockholder, Radiant Life, LLC and Mr. Dickman, a board member and stockholder. These holders of the related party unsecured promissory notes hold agreements that provide each related party with common stock warrants upon the lender’s extension of a maturity due date or upon the loaning of additional monies. The number of warrants issued for an extension is based on the following formula for borrowings occurring on or before March 31, 2024: 10,000 warrants per month the due date is extended plus one warrant for every $2 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). For borrowings occurring after March 31, 2024, the formula has been adjusted to the following: 20,000 warrants per month the due date is extended plus one warrant for every $1 of the principal balance outstanding (not including interest) at the time of the extension (rounded to the nearest whole warrant). Upon the loaning of additional monies, the lenders will also require 2 warrants for each dollar loaned. All warrants issued under these terms vested immediately upon issuance, have an exercise price approximately equivalent to the fair value of the Company’s common stock on the date of grant, and expire 5 years from the date of issuance.

 

During the three months ended June 30, 2026, the Company issued Radiant Life, LLC 60,000 warrants related to a draw on the line of credit. The exercise price of these warrants was $0.20. The value of the warrants on the date of grant related to the draw on the line of credit, as calculated by the Black-Scholes-Merton valuation model was $8,188. The inputs used in this calculation included an expected term of five years, fair value of the underlying common stock of $0.20 per share, a risk-free rate of 4.12%, volatility of 83.03%, and a dividend rate of 0%. The fair value of these warrants was allocated on a relative fair value basis under ASC 470 to arrive at a debt discount, the unamortized debt discount relating to these warrants is $4,824 as of June 30, 2026.

 

During the three months ended June 30, 2026, the Company issued Kraig Higginson 100,000 warrants related to a draw on the line of credit. The exercise price of these warrants was $0.20. The value of the warrants on the date of grant related to the draw on the line of credit, as calculated by the Black-Scholes-Merton valuation model was $13,588. The inputs used in this calculation included an expected term of five years, fair value of the underlying common stock of $0.20 per share, a risk-free rate of 4.18%, volatility of 82.37%, and a dividend rate of 0%. The fair value of these warrants was allocated on a relative fair value basis under ASC 470 to arrive at a debt discount, the unamortized debt discount relating to these warrants is $9,497 as of June 30, 2026.

 

During the three months ended June 30, 2025, the Company issued Radiant Life, LLC 1,399,508 warrants in conjunction with an extension of the maturity dates of notes payable. The exercise price of these warrants was $0.41. The value of the warrants on the date of grant, as calculated by the Black-Scholes-Merton valuation model was $388,511. The inputs used in this calculation included a fair value of the underlying common stock of $0.409 per share, a risk-free rate of 3.81%, volatility of 82.79%, and a dividend rate of 0%.

 

   Number of Warrants   Weighted Average Exercise Price ($) 
Outstanding at March 31, 2025   14,496,123    0.73 
Granted   5,535,633    0.41 
Reductions   (1,786,754)   0.05 
Outstanding at March 31, 2026   18,245,002    0.70 
Granted   160,000    0.20 
Reductions   -    - 
Outstanding at June 30, 2026   18,405,002    0.70 

 

During the year ended March 31, 2026, 5,535,633 warrants were issued. These warrants were issued in association with monies loaned to the company by a related party, and when the Chairman of the Board of Directors and related party investors extended notes payable. These warrants had an exercise price of $0.41.

 

During the year ended March 31, 2026, 1,786,754 warrants expired. These warrants were issued in 2020 in association with monies loaned to the Company by the Chairman of the Board of Directors, and when the Chairman of the Board of Directors and a related party investor extended notes payable. These warrants had an exercise price of $0.05.

 

 

The following table summarizes the warrants issued and outstanding as of June 30, 2026:

 

Exercise

Price ($)

  Warrants
Outstanding		   Warrants
Exercisable		   Weighted Average
Remaining Contractual
Life (Years)		   Proceeds to
Company if
Exercised		 
                 
0.05   220,000    220,000    0.21   $11,000 
0.20   160,000    160,000    4.95    32,000 
0.35   3,310,000    3,310,000    2.62    1,158,500 
0.41   9,115,212    9,115,212    3.83    3,737,237 
1.05   5,049,790    5,049,790    1.23    5,302,280 
2.00   50,000    50,000    0.09    100,000 
5.00   500,000    500,000    0.57    2,500,000 
                     
    18,405,002    18,405,002        $12,841,017 

 

The shares of common stock issuable upon exercise of the warrants are not registered with the Securities and Exchange Commission and the holders of the warrants do not have registration rights with respect to the warrants or the underlying shares of common stock.