Annual report pursuant to Section 13 and 15(d)

Stockholders' Deficit

v2.4.0.6
Stockholders' Deficit
 12 Months Ended
Dec. 31, 2012
Stockholders' Deficit [Abstract]  
Stockholders' Deficit

11. Stockholders’ Deficit

Common Stock

In October 2012, Series B Warrants to purchase 4,627,941 shares of common stock were exercised resulting in gross proceeds of approximately $3,934,000.

In September 2012, Series B Warrants to purchase 1,133,824 shares of common stock were exercised resulting in gross proceeds of approximately $964,000.

In September 2012, we entered into a stock purchase and option agreement with an affiliate of Braeburn pursuant to which we sold 3,400,000 shares of our common stock for an aggregate purchase price of $4.25 million, or $1.25 per share, and agreed to an exclusive option period for execution of the proposed license agreement. The $1.7 million premium, or $0.50 per share, has been allocated to the fair value of the option agreement and was recorded as license revenue in 2012.

In April 2012, we entered into subscription agreements with certain institutional investors for the purchase and sale, in a registered direct offering, of (i) 6,517,648 shares of our common stock, (ii) 6,517,648 Series A Warrants and (iii) 6,517,648 Series B Warrants for gross proceeds of $5,540,000 (the “Offering”). The Offering closed in April 2012. As a result of the Offering, and pursuant to the terms of the Deerfield Warrants, the exercise price of the Deerfield Warrants (See Note 9, “Warrant Liabilities” for further discussion) was adjusted to $1.25 per share.

We recorded the gross proceeds from the Offering, net of (i) issuance costs of $0.5 million and (ii) the fair value of the Warrants of $2.9 million (see Note 9, “Warrant Liabilities”), as common stock paid-in in the Consolidated Balance Sheets.

As of December 31, 2012, warrants to purchase shares of common stock consisted of the following (in thousands, except per share price):

 

                     
    

Date Issued

  

Expiration Date

  

Exercise Price

  

Outstanding at

December 31, 2012

    
   

12/18/2009

   12/18/2014   $    2.13               42    
   

09/27/2010

   09/27/2015   $    0.87             288    
   

03/15/2011

   03/15/2017   $    1.25           6,000    
   

04/13/2012

   04/13/2018   $    1.15           6,517    
               

 

    
                      12,847    
               

 

    

Shares Reserved for Future Issuance

As of December 31, 2012, shares of common stock reserved by us for future issuance consisted of the following (in thousands):

 

         

Stock options outstanding

     6,842  

Shares issuable upon the exercise of warrants

     12,847  
   

 

 

  
      19,689