XML 21 R11.htm IDEA: XBRL DOCUMENT v3.23.2
Stockholders' Equity
 3 Months Ended
Jun. 30, 2023
Stockholders' Equity [Abstract]  
STOCKHOLDERS' EQUITY

NOTE 4– STOCKHOLDERS’ EQUITY

 

May 2023 Public Offering

 

On May 15, 2023, the Company entered into an underwriting agreement (the Underwriting Agreement) with Newbridge Securities Corporation (the Underwriter), with respect to the issuance and sale in a firm commitment underwritten offering (the 2023 Offering) by the Company of units of its securities for aggregate gross proceeds of approximately $9,390,000, before deducting underwriting discounts and commissions and other offering expenses. The Company sold 8,816,900 shares of its common stock and warrants to purchase 4,408,450 shares of its common stock. The securities were sold as a unit, with each unit consisting of two shares of common stock of the Company and one warrant (the 2023 Warrant) to purchase one share of common stock, at a public offering price of $2.13 per unit. The 2023 Warrants were immediately separable and exercisable, had a per share exercise price of $1.22 and expire five years from the date of issuance. The 2023 Offering closed on May 18, 2023.

 

Pursuant to the Underwriting Agreement, the Company granted the Underwriter a 30-day option to purchase up to an additional 1,322,534 shares of common stock and an additional 661,267 of the 2023 Warrants to cover over-allotments, if any. On May 25, 2023, the Underwriter exercised in full this option and purchased the additional securities for aggregate gross proceeds to the Company of approximately $1,408,000, before deducting underwriting discounts and commissions and other offering expenses.

 

The Underwriter was paid a cash fee of 7.0% of the aggregate gross proceeds of the 2023 Offering (including the over-allotment option) and reimbursed certain out-of-pocket expenses of approximately $125,000. In addition, pursuant to the Underwriting Agreement, the Company issued to the Underwriter common stock purchase warrants (the UW Warrants) for 617,183 and 92,577 shares dated May 15, 2023 and May, 25, 2023, respectively. The UW warrants are exercisable six months from the respective issuance date and have a four-year term and a per share exercise price of $1.32.

 

The Underwriting Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the Underwriter, including for liabilities under the Securities Act of 1933, as amended, other obligations of the parties and termination provisions. In addition, pursuant to the terms of the Underwriting Agreement and related “lock-up” agreements, the Company, each director and executive officer of the Company, and certain stockholders have agreed with the Underwriter not to offer for sale, issue, sell, contract to sell, pledge or otherwise dispose of any of our common stock or securities convertible into common stock for a period of 90 days after May 17, 2023.

 

Warrants

 

As of June 30, 2023, the Company had the following warrants outstanding (share amounts in thousands):

 

Type  Number of Shares   Exercise Price   Expiration
Common stock   1,348   $0.01   —
Common stock   768    6.00   January 2027 - February 2027
Common stock   4,011    6.60   February 2027
Common stock   1,438    6.60   November 2027
Common stock   

710

    

1.32

  

May 2027

Common stock   5,070    1.22   May 2028
Total   13,345         

 

The 1,348,000 pre-funded warrants were included in the weighted average shares outstanding calculation for the three and six months ended June 30, 2023 and 2022, respectively.

 

As of March 31, 2023, the Company had the following warrants outstanding (share amounts in thousands):

 

Type  Number of Shares   Exercise Price   Expiration
Common stock   1,348   $0.01   —
Common stock   768    6.00   January 2027 - February 2027
Common stock   4,011    6.60   February 2027
Common stock   1,438    6.60   November 2027
Total   7,565         

 

Other

 

During the three months ended June 30, 2022, the Company issued 348 shares of common stock with a fair value of approximately $1,000 to a service provider.