Quarterly report pursuant to Section 13 or 15(d)

Earning (Loss) Per Share

v3.23.3
Earning (Loss) Per Share
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Earning (Loss) Per Share

Note 3 – Earning (Loss) Per Share

 

The earnings (loss) per share accounting guidance is discussed in Note 1. Diluted loss per share excludes all dilutive potential shares if their effect is anti-dilutive. The following table sets forth the computation of the Company’s basic and diluted net earnings (loss) per share available to common stockholders (unaudited) for the three and nine months ended September 30, 2023 and 2022:

    2023     2022     2023     2022  
    Three Months Ended September 30,     Nine Months Ended September 30,  
    2023     2022     2023     2022  
Numerator                        
Net income (loss) from continuing operations   $ (547,113 )   $ (1,339,865 )   $ 1,544,377     $ (4,105,838 )
Deemed dividends     -       -       -       (330,876,369 )
Net income (loss) available to common stockholders, continuing operations     (547,113 )     (1,339,865 )     1,544,377       (334,982,207 )
Net loss from discontinued operations     (1,116 )     (1,696 )     (9,213 )     (7,075 )
Net income (loss) available to common stockholders   $ (548,229 )   $ (1,341,561 )   $ 1,535,164     $ (334,989,282 )
                                 
Denominator                                
Weighted average number of shares of common stock outstanding during the period - basic     31,401,420,083       10,569,572,256       30,369,571,341       4,130,876,898  
Warrants     -       -       20,977,778,506       -  
Convertible preferred stock     -       -       451,710,162,027       -  
Weighted average number of shares of common stock outstanding during the period - diluted     31,401,420,083       10,569,572,256       503,057,511,874       4,130,876,898  
Net income (loss) per share of common stock available to common stockholders - basic:                                
Continuing operations   $ (0.00 )   $ (0.00 )   $ 0.00     $ (0.08 )
Discontinued operations     (0.00 )     (0.00 )     (0.00 )     (0.00 )
Total basic   $ (0.00 )   $ (0.00 )   $ 0.00     $ (0.08 )
                                 
Net income (loss) per share of common stock available to common stockholders - diluted:                                
Continuing operations   $ (0.00 )   $ (0.00 )   $ 0.00     $ (0.08 )
Discontinued operations     (0.00 )     (0.00 )     (0.00 )     (0.00 )
Total diluted   $ (0.00 )   $ (0.00 )   $ 0.00     $ (0.08 )

 

 

For the three months ended September 30, 2023 and 2022, the following potential common stock equivalents were excluded from the calculation of diluted loss per share as their effect was anti-dilutive:

    2023     2022  
    Three Months September 30,  
    2023     2022  
Warrants     511,333,351,089       511,333,351,092  
Convertible preferred stock     444,750,633,333       466,707,633,333  
Convertible debentures     28,777,833,333       28,777,833,333  
Stock options     26       26  
Anti-dilutive shares     984,861,817,781       1,006,818,817,784  

 

For the nine months ended September 30, 2023 and 2022, the following potential common stock equivalents were excluded from the calculation of diluted loss per share as their effect was anti-dilutive:

 

    2023     2022  
    Nine Months September 30,  
    2023     2022  
Warrants     490,355,572,583       511,333,351,092  
Convertible preferred stock     -       466,707,633,333  
Convertible debentures     28,777,833,333       28,777,833,333  
Stock options     26       26  
Anti-dilutive shares     519,133,405,942       1,006,818,817,784  

 

The terms of certain of the warrants, convertible preferred stock and convertible debentures issued by the Company provide for reductions in the per share exercise prices of the warrants and the per share conversion prices of the debentures and preferred stock (if applicable and subject to floors in certain cases) in the event that the Company issues common stock or common stock equivalents (as that term is defined in the agreements) at an effective exercise/conversion price that is less than the then exercise/conversion prices of the outstanding warrants, preferred stock or debentures, as the case may be. In addition, many of these securities contain exercise or conversion prices that vary based upon the price of the Company’s common stock on the date of exercise/conversion (see Notes 6, 9 and 10). These provisions have resulted in significant dilution of the Company’s common stock.

 

As a result of the Voting Agreement and Irrevocable Proxy (the “Voting Agreement”) discussed in Note 10 and the November 5, 2021 Amendment to the Company’s Certificate of Incorporation, as amended, to provide that the number of authorized shares of the Company’s common stock or preferred stock may be increased or decreased (but not below the number of shares then outstanding) by the affirmative vote of the holders of a majority in voting power of the stock of the Company, which is more fully discussed in Note 1, as of the date of filing this report, the Company believes that it has the ability to ensure that it has and/or can obtain sufficient authorized shares of its common stock to cover all outstanding rights to acquire potentially dilutive common shares.

 

As a result of these down round provisions, the potential common stock and common stock equivalents totaled 1.0 trillion at November 6, 2023. See Note 10 for a discussion of the number of shares of the Company’s authorized common and preferred stock.