Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Deficit

v3.22.2.2
Stockholders' Deficit
6 Months Ended
Jun. 30, 2022
Stockholders' Equity Note [Abstract]  
STOCKHOLDERS’ DEFICIT

NOTE 10 – STOCKHOLDERS’ DEFICIT

 

Common Stock

 

As of December 31, 2020, the Company was authorized to issue 137,000,000 shares of common stock with a par value of $0.00001 per share, and 4,298 common shares were issued and outstanding.

 

On January 25, 2021, the Company issued 1,214 common shares for option exercise with exercise price $1.73 per share

 

On February 11, 2021, the Company issued 3,486 common shares for option exercise with average exercise price $6.12 per share.

 

On June 4, 2021, as consideration for the Merger, the Company:

 

converted 101,015,049 shares of preferred stock into 618,687 shares of common stock;

 

converted $10,639,615.96 of notes payable and accrued interest into 571,621 shares of common stock with conversion rate 18.613;

 

exchanged all outstanding 1,199,306 shares of common stock for newly created 1,000,000 shares Series C Convertible Preferred Stock;

 

On September 2021, the Company re-purchased 5,435 of Nanomix, Inc. pre-merger common shares from unaccredited investors for the amount $202,188.

 

On October 8, 2021, a Nanomix, Inc stock option was exercised for 506 shares of Nanomix, Inc. pre-merger common stock with an exercise price of $8.65 per share for a total amount of $4,375. The shares weren’t issued pending effectiveness of the reverse stock split and the exercise was recorded in Stock payable. Shares of Nanomix Corporation common stock were subsequently issued in 2022 after effectiveness of the reverse stock split.

 

On November 15, 2021, a Nanomix, Inc stock option exercised for 2,312 shares of Nanomix, Inc. pre-merger common stock with an exercise price $6.92 per share for the amount $16,000. The shares weren’t issued pending effectiveness of the reverse stock split and the exercise was recorded in Stock payable. Shares of Nanomix Corporation common stock were subsequently issued in 2022 after effectiveness of the reverse stock split. 

 

On January 11, 2022, Nanomix Corporation filed a Certificate of Amendment to its Certificate of Incorporation, as amended, with the Delaware Secretary of State to effect a reverse split of the Company’s outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”), at a ratio of 1-for-173. The reverse split was recorded retrospectively in 2021 financial statements converted 916,914,554 common shares of Boston Therapeutics stock into 5,300,084 common shares of Nanomix Corporation with par value $0.001.

 

As of December 31, 2021, the Company had a total of 5,300,084 common shares issued and outstanding with a par value of $0.001. The Company has 2,000,000,000 authorized shares of common stock as of the same period and after the reverse stock split.

 

On January 11, 2022, Nanomix Corporation filed a Certificate of Amendment to its Certificate of Incorporation, as amended, with the Delaware Secretary of State to effect a reverse split of the Company’s outstanding shares of common stock, par value $0.0001 per share (the “Common Stock”), at a ratio of 1-for-173. Pursuant to the Amendment, every one-hundred and seventy three (173) shares of the Company’s Common Stock issued and outstanding or held in treasury (if any) immediately prior to the effectiveness of Amendment were automatically reclassified as and combined, without further action, into one (1) validly issued, fully paid and nonassessable share of Common Stock. No fractional shares will be issued in connection with the Reverse Stock Split; but rather, the Company issued one whole share of the post-Reverse Stock Split Common Stock to any stockholder who otherwise would have received a fractional share as a result of the Reverse Stock Split. As a result, additional 2,757 shares of common stock were issued.

 

In March 2022 as a result of the Reverse Stock Split, all shares of Preferred Stock B converted into 5,572,045 shares of common stock of the Company.

 

In March and April 2022 as a result of the Reverse Stock Split, 994,414 shares of Preferred Stock C issued to the Nanomix shareholders converted into 35,445,919 shares of common stock of the Company.

 

On May 18, 2022 Senior Secured Convertible Note to Steve Schrader with principal amount $131,000 was converted into 111,803 shares of Common Stock.

 

On May 18, 2022 the Company issued 31,847 shares of Common Stock as a compensation for marketing services.

 

As of June 30, 2022, the Company has 2,000,000,000 authorized shares of common stock, 46,464,455 common shares issued and outstanding with a par value of $0.001.