Quarterly report pursuant to Section 13 or 15(d)

STOCKHOLDERS' EQUITY

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STOCKHOLDERS' EQUITY
6 Months Ended
Jun. 30, 2020
STOCKHOLDERS' EQUITY  
STOCKHOLDERS' EQUITY

3. STOCKHOLDERS’ EQUITY

June 2020 Public Offering

On June 5, 2020, the Company issued and sold 14,601,628 shares of common stock, 2,789,700 pre-funded warrants exercisable for one share of our common stock at an exercise price of $0.00001 per share and 8,695,664 Series H warrants to purchase 8,695,664 shares of common stock. The public offering price of a share of common stock together with one-half of a Series H warrant to purchase one share of common stock was $1.15. The public offering price of a pre-funded warrant together with one-half of a Series H Warrant was $1.1499. The Series H warrants have an exercise price of $1.2075 per share and are exercisable for five years from the date of issuance.

In accordance with the concept of ASC 820 regarding the June 2020 public offering, the Company allocated value of the proceeds to the common stock and warrants utilizing a relative fair value basis. Using the Nasdaq closing trading price for our stock on June 5, 2020, the Company computed the fair value of the shares sold. The fair value of the warrants was estimated using the Black-Scholes option-pricing model at that same date. This valuation did not impact total Stockholders' Equity of $20.0 million, but is an internal proportionate calculation allocating the gross proceeds of approximately $12.1 million to common stock and $7.9 million to warrants.

Gross offering proceeds to the Company were $20.0 million, with net proceeds to the Company of approximately $18.3 million after deducting placement agent fees and related offering expenses. The Company intends to use the net proceeds from the offering for research and development, funding clinical studies, working capital and general corporate purposes.

The common stock, pre-funded warrants and Series H warrants were offered by the Company pursuant to a registration statement on Form S-1 filed on May 8, 2020 with the SEC under the Securities Act of 1933, as amended (the "Act") and an additional registration statement filed on June 2, 2020 pursuant to Rule 462(b) under the Act

May 2019 Public Offering

On May 20, 2019, the Company issued and sold 1,982,000 shares of common stock at an offering price of $2.50 per share. In a concurrent private placement, we issued to the purchasers of our common stock, Series F warrants to purchase an aggregate of 1,982,000 shares of common stock. The Series F warrants were immediately exercisable, expire five years after the date of issuance, and have an exercise price of $2.40.

In a separate concurrent private placement transaction, the Company sold 2,018,000 shares of common stock together with Series G warrants to purchase an aggregate of up to 2,018,000 shares of common stock. The shares of common stock and Series G warrants were priced at $2.50 per fixed combination. The warrants sold in the private placement were immediately exercisable, expire five years after the date of issuance, and have an exercise price of $2.40.

In accordance with the concept of ASC 820 regarding the May 2019 public offering, the Company allocated value to the proceeds to the common stock and warrants utilizing a relative fair value basis. Using the Nasdaq closing trading price for our stock on May 20, 2019, the Company computed the fair value of the shares sold. The fair value of the warrants was estimated using the Black-Scholes option-pricing model at that same date. This valuation did not impact total Stockholders’ Equity of $10.0 million, but is an internal proportionate calculation allocating the gross proceeds of approximately $6 million to common stock and $4.0 million to warrants.

Gross offering proceeds to the Company were $10.0 million, with net proceeds to the Company of approximately $9.0 million after deducting placement agent fees and related offering expenses. The Company used the net proceeds from the offering for research and development, funding clinical studies, working capital and general corporate purposes.

The registered direct offering described above was made pursuant to a registration statement on Form S-3 previously filed with and subsequently declared effective by the SEC. The unregistered common shares and warrants were offered pursuant to the exemption from registration afforded by Section 4(a)(2) under the Act, and Regulation D promulgated thereunder. The offerings’ unregistered common shares and warrants were ultimately registered through our May 31, 2019 filing of Form S-1 and acceptance of this Registration Statement by the SEC.

Common Stock Warrants

The following table summarizes information with regard to outstanding warrants to purchase common stock as of June 30, 2020.

 

 

 

 

 

 

 

 

 

 

 

Number of Shares

 

 

 

 

 

 

 

Issuable Upon

 

 

 

 

 

 

 

Exercise of

 

 

 

 

 

 

 

Outstanding

 

Exercise

 

 

Offering

    

Warrants

    

Price

    

Expiration Date

June 2020 Series H Warrants

 

8,695,664

 

$

1.21

 

June 5, 2025

June 2020 Pre-Funded Warrants

 

1,314,960

 

$

0.00001

 

June 5, 2025

May 2019 Series G Warrants

 

2,018,000

 

$

2.40

 

May 20, 2024

May 2019 Series F Warrants

 

1,982,000

 

$

2.40

 

May 20, 2024

July 2018 Series E Warrants

 

4,140,000

 

$

4.00

 

July 31, 2023

October 2017 Series D Warrants

 

310,856

 

$

17.80

 

October 14, 2024

November 2016 Public Offering Series C

 

415,785

 

$

15.00

 

November 29, 2021

April 2016 Underwritten Registered Series A

 

362,694

 

$

30.40

 

April 20,2021

October 2015 Incremental Series A

 

30,006

 

$

21.30

 

October 20,2021

October 2015 Private Placement Series A

 

8,636

 

$

21.30

 

April 1, 2021

October 2015 Offering – Placement Agent

 

375

 

$

283.00

 

October 1, 2020

Total

 

19,278,976