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Stockholders' Equity
3 Months Ended
Mar. 31, 2020
Stockholders Equity Note [Abstract]  
Stockholders' Equity

(9)

Stockholders’ Equity

 

Preferred Stock

 

Series E and Series E-1 Preferred Stock

 

On July 11, 2019, the Company entered into a securities purchase agreement with certain accredited investors pursuant to which Delcath sold to investors an aggregate of 20,000 shares of our Series E convertible preferred stock, par value $0.01 per share, or the Series E Preferred Stock, at a price of $1,000 per share and a warrant, or a 2019 E Warrant, to purchase a number of shares of common stock equal to the number of shares of common stock issuable upon conversion of the Series E Preferred Stock purchased by the investor, or the July 2019 Private Placement. In connection with the July 2019 Private Placement, the Company exchanged $11.8 million of debt, interest and Series D Warrants for 11,500 shares of Series E Preferred Stock and related 2019 Warrants, $0.1 million in accounts payables for 149 shares of Series E Preferred Stock and related 2019 Warrants and issued 923 shares of Series E Preferred Stock and related 2019 Warrants to certain investors in exchange for a waiver of rights under exchange agreements signed in December 2018 and March 2019, or the Debt Exchange.

 

On August 19, 2019, the Company entered into a securities purchase agreement with certain accredited investors pursuant to which Delcath sold to investors an aggregate of 9,510 shares of Series E-1 convertible preferred stock, par value $0.01 per share, or the Series E-1 Preferred Stock, at a price of $1,000 per share and a warrant, or a 2019 E-1 Warrant, and together with the 2019 E Warrant, the 2019 Warrants, to purchase a number of shares of common stock of the Company equal to the number of shares of common stock issuable upon conversion of the Series E-1 Preferred Stock purchased by the investor, or the August 2019 Private Placement, and, collectively with the July 2019 Private Placement, the Private Placements.

 

Each share of Series E Preferred Stock and Series E-1 Preferred Stock, or, collectively, the Preferred Stock, is convertible at any time at the option of the holder into the number of shares of common stock determined by dividing the current conversion price. At March 31, 2020, the conversion price was $23.04 and was subsequently adjusted to $10.00 upon the pricing of a $22.0 million offering on May 1, 2020 and discussed further in Note 13. The holders of the Preferred Stock are entitled to receive dividends on shares of Preferred Stock equal (on an “as converted” basis) to and in the same form as dividends paid on shares of the common stock. Any such dividends that are not paid to the holders of the Preferred Stock will increase the stated value. No other dividends will be paid on shares of Preferred Stock.

 

Each 2019 Warrant had an exercise price equal to $23.04 at March 31, 2020. The exercise price was subsequently adjusted to $10.00 upon the pricing of a $22.0 million offering on May 1, 2020 and discussed further in Note 13. The 2019 Warrants are exercisable until 5:00 p.m. (NYC time) on December 24, 2024.

 

As of March 31, 2020, there were 41,447 shares of Preferred Stock outstanding and 1.8 million 2019 Warrants outstanding.

Common Stock Issuances

During the three months ended March 31, 2020 the Company issued 2,915 shares of the Company’s common stock pursuant to conversions of Series E and Series E-1 Preferred Stock.

Share-Based Compensation

The Company’s 2019 Equity Incentive Plan (the “Plan”) allows for grants in the form of incentive stock options, nonqualified stock options, stock units, stock awards, stock appreciation rights, and other stock-based awards.  All of the Company’s officers, directors, employees, consultants and advisors are eligible to receive grants under the Plan.  The maximum number of shares reserved for issuance under the Plan is 2,142.  Options to purchase shares of common stock are granted at exercise prices not less than 100% of fair value on the dates of grant. As of March 31, 2020, the Plan had approximately 502 shares available for grant.  

The following is a summary of stock option activity under the Plan for the three months ended March 31, 2020:  

 

 

 

Number of Shares

 

 

Weighted Average Exercise

Price

 

 

Weighted

Average

Remaining

Contractual

Term (Years)

 

Aggregate Intrinsic

Value

 

Outstanding at December 31, 2019

 

 

1,640

 

 

$

196.70

 

 

9.1

 

$

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

 

Cancelled/Forfeited

 

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at March 31, 2020

 

 

1,640

 

 

$

196.70

 

 

8.9

 

$

 

Exercisable at March 31, 2020

 

 

1,640

 

 

$

196.70

 

 

8.9

 

$

 

 

At March 31, 2020, there was no unrecognized compensation expense related to non-vested share-based compensation awards under the plans for employee and board stock option grants. For the three months ended March 31, 2020, the Company recognized share-based compensation expense of approximately $54,000 in the statement of operations, which includes 2,717 shares of restricted common stock issued as compensation for certain advisory services.  For the same period in 2019, the Company recognized share-based compensation expense of approximately $54,000 in the statement of operations.

 

 

 

Three months ended March 31,

 

(in thousands)

 

2020

 

 

2019

 

Selling, general and administrative

 

$

49

 

 

$

43

 

Research and development

 

 

5

 

 

 

11

 

Total

 

$

54

 

 

$

54

 

Warrants

 

The following is a summary of warrant activity for the three months ended March 31, 2020:

 

 

 

Warrants

 

 

Exercise Price per

Share

 

Weighted

Average

Exercise

Price

 

 

Weighted Average

Remaining Life

(Years)

 

Outstanding at December 31, 2019

 

 

1,826,608

 

 

$7.00 - $23.04

 

$

23.04

 

 

 

5.0

 

Issued

 

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

 

Expired

 

 

(9

)

 

 

 

 

 

 

 

 

 

 

Outstanding at March 31, 2020

 

 

1,826,599

 

 

$7.00 - $23.04

 

$

23.04

 

 

 

4.7