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Stockholders' Equity and Warrant Liabilities
 12 Months Ended
Oct. 31, 2024
Stockholders' Equity and Warrant Liabilities  
Stockholders' Equity and Warrant Liabilities

Note 13. Stockholders’ Equity and Warrant Liabilities

Increase in Authorized Shares

The Company obtained stockholder approval on October 10, 2023 at a Special Meeting of Stockholders to increase the number of shares of common stock the Company is authorized to issue under the Company’s Certificate of Incorporation, as amended. The Company’s stockholders approved a 500.0 million increase in the number of authorized shares of common stock. Accordingly, on October 11, 2023, the Company filed a Certificate of Amendment of the Certificate of Incorporation of the Company with the Delaware Secretary of State increasing the total number of authorized shares of common stock from 500.0 million to 1.0 billion shares.

2022 Open Market Sale Agreement and Amended Sales Agreement

On July 12, 2022, the Company entered into an Open Market Sale Agreement (the “2022 Sales Agreement”) with Jefferies LLC, B. Riley Securities, Inc., Barclays Capital Inc., BMO Capital Markets Corp., BofA Securities, Inc., Canaccord Genuity LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Loop Capital Markets LLC (each, an “Agent” and together, the “Agents”) with respect to an at the market offering program under which the Company may,

from time to time, offer and sell up to 3.2 million shares of the Company’s common stock. Pursuant to the 2022 Sales Agreement, the Company was required to pay and did pay each Agent a commission equal to 2.0% of the gross proceeds from each sale of shares made by such Agent under the 2022 Sales Agreement.

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On April 10, 2024, the Company and the Agents entered into Amendment No. 1 (the “Amendment”) to the 2022 Sales Agreement (the 2022 Sales Agreement as amended by the Amendment, the “Amended Sales Agreement”), with respect to an at the market offering program under which the Company may, from time to time, offer and sell shares of the Company’s common stock having an aggregate offering price of up to $300.0 million (exclusive of any amounts previously sold under the 2022 Sales Agreement prior to its amendment). Pursuant to the Amended Sales Agreement, the Company is required to pay and has paid each Agent a commission equal to 2.0% of the gross proceeds from each sale of shares made by such Agent under the Amended Sales Agreement.

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From the date of the Amended Sales Agreement through October 31, 2024, approximately 5.3 million shares of the Company’s common stock were sold under the Amended Sales Agreement at an average sale price of $17.93 per share, resulting in gross proceeds of approximately $95.1 million before deducting sales commissions and fees, and net proceeds to the Company of approximately $92.6 million after deducting sales commissions totaling approximately $1.9 million and fees totaling approximately $0.6 million.

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During the year ended October 31, 2023, approximately 1.5 million shares were sold under the 2022 Sales Agreement at an average sale price of $67.49 per share, resulting in gross proceeds of approximately $99.7 million before deducting sales commissions and fees, and net proceeds to the Company of approximately $97.4 million after deducting sales commissions and fees totaling approximately $2.3 million.

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As of October 31, 2024, approximately $204.9 million of shares remained available for sale under the Amended Sales Agreement.

On December 27, 2024, the Company entered into Amendment No. 2 to the Amended Sales Agreement, which removes certain representations and warranties relating to the Company’s status as a well-known seasoned issuer.

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