Annual report pursuant to Section 13 and 15(d)

Common Stock

v3.10.0.1
Common Stock
12 Months Ended
Dec. 31, 2018
Common Stock [Abstract]  
Common Stock

10.Common Stock

The following transactions occurred during the years ended December 31, 2018 and 2017:

Reverse Stock Split

On May 5, 2017, the Company effected a one-for-ten reverse stock split of the outstanding shares of the Company’s common stock, together with a corresponding proportional reduction in the number of authorized shares of the Company’s capital stock.  All share and per share amounts of common stock, stock options, stock warrants and restricted stock units have been restated for periods to give retroactive effect to the reverse stock split.



Authorized Shares

On August 30, 2018, the Company’s stockholders approved an increase in the Company’s authorized shares of stock from 50,000,000 to 75,000,000.

Public Offerings

June 2017

On June 12, 2017 the Company closed a registered direct public offering of 3,030,304 shares of common stock and warrants to purchase up to 1,515,152 shares of common stock.  The common stock and warrants were sold in units, consisting of a share of common stock and a warrant to purchase 0.5 shares of common stock, at a price of $3.30 per unit, with an exercise price for the warrants of $4.00 per share.  The total gross proceeds of the offering were $10,000,003.  The warrants issued became exercisable December 12, 2017, and will remain exercisable until December 12, 2022 and were recorded as liabilities at fair value. 

A summary of the allocation of the proceeds of the offering is shown below:





 

 

 

Gross Proceeds:

 

$

10,000,003 



 

 

 

Allocated to warrant liabilities

 

 

3,673,168 

Allocated to common stock and additional paid-in capital

 

 

6,326,835 



 

 

 

Total allocated gross proceeds:

 

$

10,000,003 

The Company also issued warrants to purchase up to an aggregate 181,818 shares of common stock to the placement agent in the offering.  The closing costs for the offering of $1,193,052 included $434,320 for the placement agent warrants and $758,732 for placement agent and other fees.  Based on the estimated fair value of the stock and warrants in the units, the Company allocated $333,050 to financing expense for the warrants and $860,002 as stock issuance costs.

October 2017

On October 17, 2017 the Company closed a registered direct public offering of 3,265,309 shares of common stock and warrants to purchase up to 1,632,654 shares of common stock.  The common stock and warrants were sold in units, consisting of a share of common stock and a warrant to purchase 0.5 shares of common stock, at a price of $2.45 per unit, with an exercise price for the warrants of $2.85 per share.  The total gross proceeds of the offering were $8,000,007.  The warrants issued became exercisable April 17, 2018 and will remain exercisable until April 17, 2023 and were recorded as liabilities at fair value. 

A summary of the allocation of the proceeds of the offering is shown below:





 

 

 

Gross Proceeds:

 

$

8,000,007 



 

 

 

Allocated to warrant liabilities

 

 

2,360,459 

Allocated to common stock and additional paid-in capital

 

 

5,639,548 



 

 

 

Total allocated gross proceeds:

 

$

8,000,007 

The Company also issued warrants to purchase up to an aggregate 195,919 shares of common stock to the placement agent in the offering.  The closing costs for the offering of $830,111 included $270,754 for the placement agent warrants and $559,357 for placement agent and other fees.  Based on the estimated fair value of the stock and warrants in the units, the Company allocated $219,577 to financing expense for the warrants and $610,534 as stock issuance costs.

October 2018

On October 19, 2018, the Company closed a registered direct offering of 5,769,231 shares of common stock and warrants to purchase up to 5,769,231 shares of common stock, resulting in gross proceeds to the Company of approximately $7,500,000.  The common stock and warrants were sold in units, consisting of a share of common stock and a warrant to purchase a share of common stock, at a price of $1.30 per unit, with an exercise price for the warrants of $1.67 per share.  The warrants will become exercisable April 19, 2019 and will remain exercisable through April 19, 2024.  The Company also issued warrants to purchase up to 346,154 shares of the Company’s common stock, at an exercise price of $1.625 per share, to designees of the placement agent in the offering.  The warrants issued to the investors and to the placement agent are classified as equity instruments.    The closing costs of this offering of $896,117 included $286,906 for the placement agent warrants and $627,211 in placement agent and other fees that are recorded as a reduction of the gross proceeds of the offering.







 

Compensatory Shares

The Company issued restricted shares to a vendor in exchange for services.  The table below summarizes the shares issued and related market value:





 

 

 

 



 

For the Year Ended December 31,



 

2018

2017

Compensatory shares issued

 

15,000 

 

15,000 

Aggregate market value

$

22,650 

$

31,200 



Stock Warrant and Stock Option Exercises

During the year ended December 31, 2017, warrant holders exercised warrants to purchase shares of the Company’s common stock for cash of $5,354,093 and the Company issued 1,652,623 shares.



During the year ended December 31, 2017, a stock option holder exercised options to purchase shares of the Company’s common stock for cash of $77,500 and the Company issued 25,000 shares.



Restricted Stock Units

During the year ended December 31, 2018, the Company issued 18,075 shares resulting from the vesting of restricted stock units (“RSUs”).