v3.8.0.1
Preferred Shares Subject to Mandatory Redemption
9 Months Ended
Oct. 31, 2017
Preferred Shares Subject To Mandatory Redemption  
Preferred Shares Subject to Mandatory Redemption

8. Preferred Shares Subject to Mandatory Redemption

 

On September 11, 2017, we entered into subscription agreements (the “Subscription Agreements”) with our two largest existing shareholders, Broadwood Partners, L.P. (“Broadwood”) and Elkhorn Partners Limited Partnership (“Elkhorn”), pursuant to which Broadwood and Elkhorn subscribed for and purchased 5,000,000 shares and 2,000,000 shares, respectively, of the Company’s Series A Preferred Stock (as such term is defined in Item 5.03 of Form 8-K dated June 30, 2017 and filed with the SEC on Sep 13, 2017 ) at a purchase price of $0.10 per share, resulting in gross proceeds to the Company of $700,000. The Subscription Agreements also provide that upon the earlier of a Triggering Event (as described in Item 5.03 as referred to above) or immediately prior to the liquidation, dissolution or winding up of the Company (subject to the provisions of the Series A Preferred Stock) The “Preferred shares subject to mandatory redemption” are required to be redeemed three years from the date of issuance and as a result are recorded as a liability in the accompanying Condensed Consolidated Balance Sheets. The warrants will be issued to Broadwood and Elkhorn, as referred to above upon a Triggering Event for no additional consideration, warrants (the “Warrants”) to purchase 18,026,500 shares and 7,210,600 shares, respectively, of the Company’s common stock (“Common Stock”). If issued, the Warrants will have a term of eight years from the date of issuance and an exercise price of $0.05 per share of Common Stock. The Subscription Agreements and Warrants also contain other representations, warranties, and covenants customary for an investment of this type.