Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

v3.21.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2021
Equity [Abstract]  
Stockholders' Equity

NOTE 4 - STOCKHOLDERS’ EQUITY

 

Common Stock

 

Follow On Offering

 

On July 23, 2020, the Company entered into an underwriting agreement with H.C. Wainwright. The Company agreed to sell H.C. Wainwright 7,666,666 shares of its common stock, including the exercise in full by H.C. Wainwright of the option to purchase an additional 999,999 shares of common stock, at a public offering price of $0.90 per share. The gross proceeds of this offering, which closed on July 28, 2020, were approximately $6.9 million, and proceeds, net of underwriting discount and expenses of $0.6 million, were $6.3 million. Additionally, representative’s warrant to purchase 536,667 shares of our common stock with a five year term and an exercise price of $1.125 per share were issued.

 

Shelf Registration Statements on Form S-3 and At The Market Offering Agreements

 

On August 13, 2020, the Company’s Shelf Registration Statement on Form S-3, filed on August 6, 2020, was declared effective by the SEC, along with the Company’s At The Market Offering Agreement, entered into by the Company and H.C. Wainwright & Co., LLC, as Exhibit 1.1 to the Form S-3 (the “2020 At The Market Agreement”). This 2020 At the Market Agreement establishes an at-the-market equity program pursuant to which the Company may offer and sell shares of its common stock, par value $0.0001 per share, with an aggregate offering price of up to $100 million, from time to time as set forth in the agreement.

 

On December 22, 2020, the Company’s Shelf Registration Statement on Form S-3, filed on December 11, 2020, was declared effective by the SEC, along with the Company’s At The Market Offering Agreement, entered into by the Company and H.C. Wainwright & Co., LLC, as Exhibit 1.1 to the Form S-3 (the “2020 At The Market Agreement”). This 2020 At the Market Agreement establishes an at-the-market equity program pursuant to which the Company may offer and sell shares of its common stock, par value $0.0001 per share, with an aggregate offering price of up to $200 million, from time to time as set forth in the agreement.

 

During the year ended December 31, 2020, 54,301,698 shares of common stock were issued under the Company’s 2020 At The Market Agreements for total proceeds of approximately $307.1 million, net of offering costs, of $9.4 million, and the Company has sold all shares possible under the Agreements.

 

During the year ended December 31, 2019, 172,126 of common stock were issued under the Company’s 2019 At The Market Agreements for total proceeds of approximately $0.3 million, net of offering costs, of $0.01 million, and the Company has sold all shares possible under the Agreements.

 

Registered Direct Offering

 

On January 12, 2021, the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers named therein (the “Purchasers”), pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “Offering”), 12,500,000 shares of its common stock (the “Securities”) at an offering price of $20.00 per share.

 

The Purchase Agreement contains customary representations and warranties and agreements of the Company and the Purchasers and customary indemnification rights and obligations of the parties. The closing of the Offering occurred on January 15, 2021. The Company received gross proceeds of $250,000,000 in connection with the Offering, before deducting placement agent fees and related offering expenses.

 

Pursuant to a letter agreement, dated August 2020 (the “Engagement Letter”), the Company engaged H.C. Wainwright & Co., LLC (the “Placement Agent”) as placement agent in connection with the Offering. The Placement Agent agreed to use its reasonable best efforts to arrange for the sale of the Securities. The Company agreed to pay to the Placement Agent a cash fee of 5.0% of the aggregate gross proceeds raised in the Offering. The Company also issued to designees of the Placement Agent warrants to purchase up to 3.0% of the aggregate number of shares of Common Stock sold in the transactions, or warrants to purchase up to 375,000 shares of Common Stock (the “Placement Agent Warrants”). The Placement Agent Warrants have an exercise price equal to 125% of the offering price per share (or $25.00 per share). The Company also agreed to pay the Placement Agent $50,000 for accountable expenses, to reimburse an investor’s legal fees in an amount up to $7,500 and to pay $12,900 for the Placement Agent’s clearing fees. Pursuant to the terms of the Engagement Letter, the Placement Agent has the right, for a period of twelve months following the closing of the Offerings, to act (i) as financial advisor in connection with any merger, consolidation or similar business combination by the Company and (ii) as sole book-running manager, sole underwriter or sole placement agent in connection with certain debt and equity financing transactions by the Company.

 

Series B Convertible Preferred Stock

 

As of March 31, 2021, there were no shares of Series B Convertible Preferred Stock outstanding.

 

Series E Preferred Stock

 

There was no Series E Convertible Preferred Stock outstanding as of March 31, 2021.

 

Common Stock Warrants

 

A summary of the status of the Company’s outstanding stock warrants and changes during the three months ended March 31, 2021 is as follows :

 

    Number of Warrants     Weighted Average
Exercise Price
    Weighted Average Remaining Contractual Life
(in years)
 
Outstanding as of December 31, 2020     287,656     $ 12.64       2.7  
Issued     375,000       25.00       4.8  
Expired     -       -       -  
Exercised     (213,866 )     7.49       3.1  
Outstanding as of March 31, 2021     448,790     $ 25.42       4.1  
Warrants exercisable as of March 31, 2021     448,790     $ 25.42       4.1  
                         
The aggregate intrinsic value of warrants outstanding and exercisable at March 31, 2021 was           $ 10,151,602          

 

Common Stock Options

 

A summary of the stock options as of March 31, 2021 and changes during the period are presented below:

 

    Number of Shares     Weighted Average
Exercise Price
    Weighted Average Remaining Contractual Life
(in years)
 
Outstanding as of December 31, 2020     106,120     $ 44.32       4.28  
Exercised     (25,000 )     2.04       -  
Outstanding as of March 31, 2021     81,120     $ 57.35       4.25  
Options vested and expected to vest as of March 31, 2021     81,120     $ 57.35       4.25  
Options vested and exercisable as of March 31, 2021     81,120     $ 57.35       4.25  
                         
The aggregate intrinsic value of options outstanding and exercisable at March 31, 2021 was           $ 701,466          

 

Restricted Stock

 

A summary of the restricted stock award activity for the three months ended March 31, 2021 as follows :

 

    Number of Units     Weighted
Average Grant
Date Fair Value
 
Nonvested at December 31, 2020     566,279     $ 0.43  
Granted     4,999,999     $ 10.44  
Vested     (5,289,594 )   $ 9.37  
Nonvested at March 31, 2021     276,684     $ 10.44