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Stockholders' Equity
12 Months Ended
Dec. 31, 2019
Stockholders' Equity  
Stockholders' Equity

8.   Stockholders’ Equity

 

Preferred Stock

 

As of December 31, 2019, the Company had 5,000,000 shares of preferred stock authorized for issuance, $0.001 par value per share, with none issued or outstanding.  Preferred stock may be issued from time to time in one or more series, each series to have such terms as stated or expressed in the resolutions providing for the issue of such series adopted by the board of directors of the Company. Preferred stock which may be redeemed, purchased or acquired by the Company may be reissued except as otherwise provided by law.

 

Common Stock Warrants

 

February 2019 Warrants

 

In the February 2019 Financing, the Company issued warrants to purchase 2,000,000 shares of common stock with an exercise price of $6.25 per share, which were immediately exercisable upon issuance and will expire five years from the date of issuance.

 

The terms of the warrants include certain provisions related to fundamental transactions, a cashless exercise provision in the event registered shares are not available, and do not include any mandatory redemption provisions.  Therefore, the warrants have been classified in stockholders’ equity.  Any changes to the fair value of the warrants will not be recognized so long as the warrants continue to be equity classified.

 

As of December 31, 2019, warrants to purchase 1,991,300 shares that were issued in the February 2019 Financing were outstanding with a remaining contractual life of 4.11 years.

 

June 2018 Warrants

 

In the June 2018 Financing, the Company issued warrants to purchase 4,200,000 shares of common stock with an exercise price of $12.00 per share, which were immediately exercisable upon issuance and will expire five years from the date of issuance.

 

The terms of the warrants include certain provisions related to fundamental transactions, a cashless exercise provision in the event registered shares are not available and do not include any mandatory redemption provisions.  Therefore, the warrants have been classified in stockholders’ equity.  Any changes to fair value of the warrants will not be recognized so long as the warrants continue to be equity classified.

 

As of December 31, 2019, all warrants related to this transaction were outstanding with a remaining contractual life of 3.47 years.

 

Common Stock

 

As of December 31, 2019, the Company had 150,000,000 shares of Common Stock authorized for issuance, $0.001 par value per share, with 12,433,600 shares issued and outstanding.  The voting, dividend and liquidation rights of holders of Common Stock are subject to and qualified by the rights, powers and preferences of the holders of any outstanding Preferred Stock. The Company's Common Stock has the following characteristics:

 

Voting

 

The holders of Common Stock are entitled to one vote for each share of Common Stock held at all meetings of stockholders and written actions in lieu of meetings.

 

Dividends

 

The holders of Common Stock are entitled to receive dividends, if and when declared by the board of directors. Cash dividends may not be declared or paid to holders of Common Stock until paid on each series of outstanding Preferred Stock in accordance with their respective terms. No dividends have been declared or paid from the Company's inception through December 31, 2019.

 

Liquidation

 

In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Company, the holders of Common Stock are entitled to share ratably in the Company’s assets available for distribution to stockholders, subject to any preferential or other rights of any then-outstanding Preferred Stock.

 

Reserved for Future Issuance

 

The Company has reserved for future issuance the following shares of Common Stock:

 

 

 

 

 

 

 

 

December 31, 

 

    

2019

    

2018

Warrants for the purchase of Common Stock

 

6,193,749

 

4,202,449

Options outstanding to purchase Common Stock

 

785,832

 

433,389

Options available for future issuance to purchase Common Stock

 

525,484

 

877,917

Shares reserved for the employee stock purchase plan

 

112,481

 

76,011

Total

 

7,617,546

 

5,589,766