Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity

v3.22.1
Stockholders' Equity
12 Months Ended
Dec. 31, 2021
Stockholders' Equity  
Stockholders' Equity

8.     Stockholders’ Equity

Common Stock

Our common stock outstanding as of December 31, 2021 and December 31, 2020 was 9,914,158 shares and 7,139,068 shares, respectively.

Restricted Shares

In August 2021, we agreed to issue 50,000 shares of our common stock pursuant to a restricted stock agreement with Maxim Partners, LLC in connection with the entry into an amendment to our existing advisory agreement. The shares vest monthly over 12 months. We recorded approximately $36,000 of stock-based compensation expense during the year ended December 31, 2021.

The following table summarizes restricted stock activity:

    

December 31, 

2021

Outstanding at December 31, 2020

Issued

 

50,000

Forfeited or expired

 

Outstanding at December 31, 2021

 

50,000

Annual Meeting of Stockholders

In January 2021, our stockholders approved an amendment to the 2015 Omnibus Equity Incentive plan to increase the number of authorized shares to 1,000,000 shares.

January 2021 Offering

In January 2021, we completed an offering with several accredited institutional investors pursuant to which we issued 2,725,000 shares of our common stock in a registered direct offering and warrants to purchase 2,725,000 shares of our common stock with an exercise price of $3.55 per share in a concurrent private placement. The warrants were classified as equity, were exercisable immediately and will expire in July 2026. The net cash proceeds from this offering were approximately $8.8 million after deduction of underwriting fees and other offering expenses.

October 2020 Public Offering

In October 2020, we completed the 2020 Public Offering pursuant to which we sold 2,666,667 units at a price of $3.00 per unit, with each unit consisting of (i) one share of common stock and (ii) one warrant (the “October 2020 Warrants”) to purchase one share of common stock, resulting in gross proceeds of approximately $8.0 million. The net proceeds of the 2020 Public Offering, after deduction of underwriting discounts and commissions and other offering expenses and the $1.6 million payment pursuant to the DSRA Agreement, were approximately $5.7 million. The October 2020 Warrants were classified as equity, have an exercise price of $3.00, and were exercisable on December 1, 2020 following the reverse split of our common stock and will expire on the fifth anniversary of the initial exercise date.

September 2020 Offering

In September 2020, we completed a registered direct offering with several institutional investors pursuant to which we issued 648,000 shares of our common stock at a price of $4.20 per share. We received net cash proceeds of approximately $2.4 million, after deduction of underwriting fees and other offering expenses.

January 2020 Offering

In January 2020, we completed a financing with several institutional investors pursuant to which we issued 290,000 shares of our common stock in a registered direct offering and warrants to purchase 290,000 shares of our common stock with an exercise price of

$7.50 per share in a concurrent private placement (the “January 2020 Warrants”) pursuant to which we received net cash proceeds of approximately $1.9 million, after deduction of underwriting fees and other offering expenses. The January 2020 Warrants became exercisable in September 2020 following receipt of stockholder approval of an increase in our authorized shares of common stock and they expire in July 2025. Financing costs of approximately $0.2 million allocated to the January 2020 warrant liability were expensed and included in other income (expense) in the statements of operations and comprehensive loss.

August 2019 Offering

In August 2019, we completed an offering with a single accredited institutional investor pursuant to which we issued 49,334 shares of our common stock and pre-funded warrants to purchase 45,744 shares of our common stock with an exercise price of $0.30 per share in a registered direct offering and the Placement Warrants to purchase 95,078 shares of our common stock with an exercise price of $32.10 per share in a concurrent private placement. The pre-funded warrants, which were exercised for common stock in September 2019, were issued in lieu of common stock in order to ensure the investor did not exceed certain beneficial ownership limitations. The Placement Warrants became exercisable in February 2020 and will expire in February 2025. At the time of issuance, the Placement Warrants contained a provision where the warrant holder has the option to receive cash, equal to the Black Scholes fair value of the remaining unexercised portion of the warrant, as cash settlement in the event that there is a fundamental transaction (contractually defined to include various merger, acquisition or stock transfer activities). The Placement Warrants were classified as a liability in the balance sheet at December 31, 2019. In March 2020, we amended the warrants to modify the provisions that had required them to be previously classified as liabilities and enabled them to be classified as equity under the relevant accounting standards (see Note 6).

Common Stock Warrants

During the year ended December 31, 2020, we received an aggregate of approximately $7.2 million in cash proceeds from the exercises of warrants to purchase 1,112,313 shares of our common stock.

During the year ended December 31, 2020, we issued 450,761 shares of our common stock upon the cashless exercise of 1,022,408 warrants.

As of December 31, 2021, the following warrants to purchase shares of our common stock were outstanding (in thousands, except per share price):

Date Issued

    

Expiration Date

    

Exercise Price

    

Outstanding

07/27/2017

 

07/27/2024

$

45.00

 

12

03/21/2018

 

03/21/2025

$

216.00

 

1

03/21/2018

 

03/21/2025

$

216.00

 

3

09/25/2018

 

09/25/2023

$

18.00

 

154

09/25/2018

 

09/25/2023

$

50.40

 

8

08/09/2019

02/09/2025

$

32.10

95

10/18/2019

10/18/2024

$

3.00

230

01/09/2020

07/09/2025

$

7.50

290

10/30/2020

12/01/2025

$

3.00

1,644

01/20/2021

07/26/2026

$

3.55

2,725

 

5,162

Shares Reserved for Future Issuance

As of December 31, 2021, shares of common stock reserved by us for future issuance consisted of the following (in thousands):

Stock options outstanding

    

682

Shares issuable upon the exercise of warrants

 

5,162

 

5,844