Quarterly report pursuant to Section 13 or 15(d)

Temporary Equity and Stockholders' Deficiency

v3.20.2
Temporary Equity and Stockholders' Deficiency
6 Months Ended
Jun. 30, 2020
Equity [Abstract]  
Temporary Equity and Stockholders' Deficiency

12. TEMPORARY EQUITY AND STOCKHOLDERS’ DEFICIENCY

 

Series B Preferred Stock

 

On March 29, 2020, the Company’s Board of Directors as well as the holders of the Series B Convertible Preferred Stock approved an Amendment to the Certificate of Designation of the Series B Convertible Preferred Stock (the “Third Amendment”) which extends the period in which holders of the Series B Shares may voluntarily elect to convert such shares into shares of common stock of the Company to December 31, 2020. In addition, the Series B Amendment extends the date upon which the Company shall redeem all then-outstanding Series B Shares and all unpaid accrued and accumulated dividends to December 31, 2020.

 

On February 18, 2020, GGH repurchased 1,600 shares of the Series B Preferred Stock from a shareholder at $10 per share and paid accrued dividends of $2,451.

 

The Series B stockholders are entitled to cumulative cash dividends at an annual rate of 8% of the Series B liquidation value (equal to face value of $10 per share), as defined, payable when, as and if declared by the Board of Directors. Dividends earned by the Series B stockholders were $182,360 and $361,987 for the three and six months ended June 30, 2020, respectively, and were $179,770 and $357,565 for the three and six months ended June 30, 2019, respectively. Dividends payable of $82,772 are included in the current portion of other liabilities at June 30, 2020. Cumulative unpaid and undeclared dividends in arrears related to the Series B totaled $1,626,348 and $1,264,361 as of June 30, 2020 and December 31, 2019, respectively.

 

Accumulated Other Comprehensive Income

 

For three and six months ended June 30, 2020, the Company recorded $290,472 and $418,523, respectively, of foreign currency translation adjustments as accumulated other comprehensive income, and for the three and six months ended June 30, 2019, the Company recorded benefits of $357,078 and $365,417, respectively, primarily related to fluctuations in the Argentine peso to United States dollar exchange rates (see Note 3 – Summary of Significant Accounting Policies, Highly Inflationary Status in Argentina).

 

Warrants

 

A summary of warrants activity during the six months ended June 30, 2020 is presented below:

 

    Number of
Warrants
    Weighted
Average
Exercise
Price
    Weighted
Average
Remaining
Life in
Years
    Intrinsic
Value
 
                         
Outstanding, January 1, 2020     566,742     $ 2.11                  
Issued     -       -                  
Exercised     -       -                  
Cancelled     -       -                  
Expired     (92,119 )     1.38                  
Outstanding, June 30, 2020     474,623     $ 2.13          0.9     $       -  
                                 
Exercisable, June 30, 2020     474,623     $ 2.13       0.9     $ -  

 

A summary of outstanding and exercisable warrants as of June 30, 2020 is presented below:

 

Warrants Outstanding     Warrants Exercisable  
Exercise Price     Exercisable Into   Outstanding
Number of
Warrants
    Weighted
Average
Remaining Life
in Years
    Exercisable
Number of
Warrants
 
                         
$ 2.00     Common Stock     348,332       1.0       348,332  
$ 2.50     Common Stock     126,291       0.7       126,291  
        Total     474,623               474,623  

 

Stock Options

 

During the three and six months ended June 30, 2020, the Company recorded stock-based compensation expense of $102,675 and $206,256, respectively, and during the three and six months ended June 30, 2019, the Company recorded stock-based compensation expense of $68,508 and $226,502, respectively related to the amortization of stock option grants, and which is reflected in general and administrative expenses in the accompanying condensed consolidated statements of operations. As of June 30, 2020, there was $861,664 of unrecognized stock-based compensation expense related to stock option grants that will be amortized over a weighted average period of 2.27 years.

 

A summary of GGH stock options activity during the six months ended June 30, 2020 is presented below:

 

    Number of
Options
    Weighted
Average
Exercise Price
    Weighted
Average
Remaining
Life in Years
    Intrinsic
Value
 
                         
Outstanding, January 1, 2020     9,550,640     $ 0.78                  
Granted     -       -                  
Exercised     -       -                  
Expired     (570,750 )     2.18                  
Forfeited     -       -                  
Outstanding, June 30, 2020     8,979,890     $ 0.69       3.2     $ 66,598  
                                 
Exercisable, June 30, 2020     3,142,546     $ 1.06       2.5     $ 6,094  

 

The following table presents information related to GGH stock options at June 30, 2020:

 

Options Outstanding     Options Exercisable  
Exercise
Price
    Outstanding
Number of
Options
    Weighted
Average
Remaining
Life in Years
    Exercisable
Number of
Options
 
                     
$ 0.385       4,439,890       3.6       406,251  
$ 0.539       1,500,000       3.2       656,259  
$ 0.770       1,320,000       2.6       742,506  
$ 1.100       1,020,000       2.4       637,530  
$ 2.200       700,000       1.2       700,000  
          8,979,890       2.5       3,142,546  

 

Gaucho Group, Inc. Stock Options

 

As of June 30, 2020, options to purchase 6,570,000 shares of GGI common stock are outstanding under the 2018 Gaucho Plan.