Annual report pursuant to Section 13 and 15(d)

Subsequent Events

v3.19.1
Subsequent Events
12 Months Ended
Dec. 31, 2018
Subsequent Events [Abstract]  
Subsequent Events

14.

Subsequent Events

Pursuant to the terms of the 2014 Plan (see Note 11), on January 1, 2019, the Company automatically added 1,918,879 shares to the total number shares of common stock available for future issuance under the 2014 Plan.  Pursuant to the terms of the 2014 ESPP (see Note 11), on January 1, 2019, the Company automatically added 29,411 shares to the total number shares of common stock available for future issuance under the 2014 ESPP.  

On January 3, 2019, the Company received a cash receipt of $6.7 million for the sale of a portion of our NOLs. This sale was structured through the New Jersey Technology Business Tax Certificate Transfer (NOL) Program.

On March 7, 2019, the Company entered into a Note Purchase Agreement with Puissance.  Pursuant to the Note Purchase Agreement, on March 7, 2019, the Company issued and sold to Puissance $16 million aggregate principal amount of its Note and the Company used the cash proceeds to pay the remaining outstanding Solar Term Loan in full.  The Note was issued and sold for cash at a purchase price equal to 100% of their principal amount, in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act), due to the notes being issued to one financially sophisticated investor. The Note will bear interest at a rate of 6.0% per annum payable semiannualy in arrears on March 15 and September 15 of each year, beginning September 15, 2019. The Note will mature on March 15, 2025, unless earlier converted, redeemed or repurchased. The Note constitutes general, senior unsecured obligations of the Company.

The holders of the Note may convert their Note at their option at any time prior to the close of business on the business day immediately preceding March 15, 2025 into shares of the Company’s common stock. The initial conversion rate is 739.0983 shares of common stock per $1,000 principal amount of the Note, which is equivalent to an initial conversion price of approximately $1.35, and is subject to adjustment in certain events described in the Note Purchase Agreement. Holders who convert may also be entitled to receive, under certain circumstances, an interest make-whole payment payable in shares of common stock. In addition, following certain corporate events that occur prior to the maturity date, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert the Note in connection with such a corporate event. Subject to adjustment in the conversion rate, the number of shares that the Company may deliver in connection with a conversion of the Note, including those delivered in connection with an interest make-whole payment, will not exceed a cap of 813 shares of common stock per $1,000 principal amount of the Note.

On or after March 15, 2022, the Company has the right, at its election, to redeem all or any portion of the Note not previously converted if the last reported sale price per share of common stock exceeds 130% of the conversion price on each of at least 20 trading days (whether or not consecutive) during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice. The redemption price will be 100% of the principal amount of the Note to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.  If a fundamental change (as defined in the Note Purchase Agreement) occurs, then, subject to certain exceptions, the Company must offer to repurchase the Note for cash at a repurchase price of 100% of the principal amount of the Note to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.