Stockholders' Equity	6 Months Ended
Jun. 30, 2015
Notes to Financial Statements
Note 7. Stockholders' Equity	Diluted Shares There were 405,000 shares of Series A, 1,000,000 shares of Series B and no shares of Series C outstanding as of June 30, 2015. Each share of A,B & C Preferred converts into five shares of common stock. Preferred A,B & C are convertible into 7,025,000. Each share of Preferred D is convertible into twenty five shares of common stock. Convertible preferred stock was considered anti-dilutive for the three months and six months ended June 30, 2015 and 2014, due to net losses. As of June 30, 2015, there are 4,216,667 Series D Convertible Preferred Shares which are convertible into 105,416,675 of common shares. Total preferred convertible is 112,441,675 common shares. All Series D Convertible Preferred Stock voting rights are on an “as converted to common stock” basis. Dividends are not mandatory. If declared by the Board Series D Preferred Stock shall have preference over common stock and equal to other series of preferred stock. As of June 30, 2015, there are 14,476,600 warrants which are convertible into one share of common stock with a weighted average exercise price of $1.07. In addition, convertible debt of $652 as of June 30, 2015 is convertible into 45,730,153 shares of the Company’s common stock. Common Stock Issued for Cash During the six months ended June 30, 2015, the Company issued 3,325,000 shares of common stock for approximately $150 in cash and $19 from a convertible debt instrument. The shares were issued to third parties. Detachable Warrants During the six months ended June 30, 2015, the Company issued Promissory Notes containing 2,100,000 detachable Warrants. The detachable Warrants were valued at approximately $0.085 per warrant using the Black-Scholes model at June 30, 2015. The relative fair value of the detachable Warrants compared to the debt of approximately $512 was recorded as a component of stockholders’ equity and accrued expenses with the offset recorded as a discount on the promissory notes and included as a component of promissory notes in the accompanying condensed consolidated balance sheet as of June 30, 2015. The fair value of the warrants was determined using the Black-Scholes model with the following assumptions: risk free interest rate – 1.3% - 1.7%, volatility – 77.5% - 80.8%, expected term – 4 years, expected dividends– N/A. The debt discount related to the warrants are being amortized over a nine month period (through maturity) on a straight-line basis.

Stockholders' Equity

6 Months Ended

Jun. 30, 2015

Diluted Shares

There were 405,000 shares of Series A, 1,000,000 shares of Series B and no shares of Series C outstanding as of June 30, 2015. Each share of A,B & C Preferred converts into five shares of common stock. Preferred A,B & C are convertible into 7,025,000. Each share of Preferred D is convertible into twenty five shares of common stock. Convertible preferred stock was considered anti-dilutive for the three months and six months ended June 30, 2015 and 2014, due to net losses. As of June 30, 2015, there are 4,216,667 Series D Convertible Preferred Shares which are convertible into 105,416,675 of common shares. Total preferred convertible is 112,441,675 common shares. All Series D Convertible Preferred Stock voting rights are on an “as converted to common stock” basis. Dividends are not mandatory. If declared by the Board Series D Preferred Stock shall have preference over common stock and equal to other series of preferred stock. As of June 30, 2015, there are 14,476,600 warrants which are convertible into one share of common stock with a weighted average exercise price of $1.07. In addition, convertible debt of $652 as of June 30, 2015 is convertible into 45,730,153 shares of the Company’s common stock.

Common Stock Issued for Cash

During the six months ended June 30, 2015, the Company issued 3,325,000 shares of common stock for approximately $150 in cash and $19 from a convertible debt instrument. The shares were issued to third parties.

Detachable Warrants

During the six months ended June 30, 2015, the Company issued Promissory Notes containing 2,100,000 detachable Warrants. The detachable Warrants were valued at approximately $0.085 per warrant using the Black-Scholes model at June 30, 2015. The relative fair value of the detachable Warrants compared to the debt of approximately $512 was recorded as a component of stockholders’ equity and accrued expenses with the offset recorded as a discount on the promissory notes and included as a component of promissory notes in the accompanying condensed consolidated balance sheet as of June 30, 2015. The fair value of the warrants was determined using the Black-Scholes model with the following assumptions: risk free interest rate – 1.3% - 1.7%, volatility – 77.5% - 80.8%, expected term – 4 years, expected dividends– N/A. The debt discount related to the warrants are being amortized over a nine month period (through maturity) on a straight-line basis.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

TRISTAR WELLNESS SOLUTIONS, INC. 10-Q