Quarterly report pursuant to Section 13 or 15(d)

Stockholder's Equity

v3.19.3
Stockholder's Equity
9 Months Ended
Sep. 30, 2019
Equity [Abstract]  
Stockholder's Equity

8.

Stockholders’ Equity

Authorized, Issued, and Outstanding Common Stock

The Company’s authorized common stock has a par value of $0.001 per share and consists of 250,000,000 shares as of September 30, 2019, and 125,000,000 as of December 31, 2018; 57,362,453 and 47,971,989 shares were issued and outstanding at September 30, 2019, and December 31, 2018, respectively.  On June 18, 2019, the Company's stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the total number of authorized shares of common stock from 125,000,000 to 250,000,000.  The following table summarizes common stock share activity for the three and nine months ended September 30, 2019 and 2018 (dollars in thousands): 

 

 

 

Three Months Ended September 30, 2018

 

 

 

Shares of

Common Stock

 

 

Common

Stock

 

 

Additional

Paid-in

Capital

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

Balance, June 30, 2018

 

 

46,844,072

 

 

$

47

 

 

$

246,517

 

 

$

(220,011

)

 

$

26,553

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

351

 

 

 

351

 

Stock-based compensation expense

 

 

 

 

 

 

 

 

458

 

 

 

 

 

 

458

 

Common stock issued through employee stock purchase plan

 

 

17,770

 

 

 

 

 

 

21

 

 

 

 

 

 

21

 

Common stock issued, net of expenses

 

 

328,871

 

 

 

 

 

 

498

 

 

 

 

 

 

498

 

Common stock issued for vested restricted stock units

 

 

2,349

 

 

 

 

 

 

(2

)

 

 

 

 

 

(2

)

Balance, September 30, 2018

 

 

47,193,062

 

 

$

47

 

 

$

247,492

 

 

$

(219,660

)

 

$

27,879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2018

 

 

 

Shares of

Common Stock

 

 

Common

Stock

 

 

Additional

Paid-in

Capital

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

Balance, December 31, 2017

 

 

28,971,651

 

 

$

29

 

 

$

226,631

 

 

$

(205,250

)

 

$

21,410

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(14,410

)

 

 

(14,410

)

Stock-based compensation expense

 

 

 

 

 

 

 

 

1,351

 

 

 

 

 

 

1,351

 

Common stock issued through employee stock purchase plan

 

 

31,361

 

 

 

 

 

 

39

 

 

 

 

 

 

39

 

Common stock issued, net of expenses

 

 

18,181,064

 

 

 

18

 

 

 

19,480

 

 

 

 

 

 

19,498

 

Common stock issued for vested restricted stock units

 

 

8,986

 

 

 

 

 

 

(9

)

 

 

 

 

 

(9

)

Balance, September 30, 2018

 

 

47,193,062

 

 

$

47

 

 

$

247,492

 

 

$

(219,660

)

 

$

27,879

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30, 2019

 

 

 

Shares of

Common Stock

 

 

Common

Stock

 

 

Additional

Paid-in

Capital

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

Balance, June 30, 2019

 

 

54,520,131

 

 

$

54

 

 

$

259,377

 

 

$

(249,029

)

 

$

10,402

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(7,941

)

 

 

(7,941

)

Stock-based compensation expense

 

 

 

 

 

 

 

 

449

 

 

 

 

 

 

449

 

Common stock issued through employee stock purchase plan

 

 

17,588

 

 

 

 

 

 

17

 

 

 

 

 

 

17

 

Common stock issued, net of expenses

 

 

2,799,111

 

 

 

3

 

 

 

3,203

 

 

 

 

 

 

3,206

 

Common stock issued for exercise of stock options

 

 

22,500

 

 

 

 

 

 

12

 

 

 

 

 

 

12

 

Common stock issued for vested restricted stock units

 

 

3,123

 

 

 

 

 

 

(2

)

 

 

 

 

 

(2

)

Balance, September 30, 2019

 

 

57,362,453

 

 

$

57

 

 

$

263,056

 

 

$

(256,970

)

 

$

6,143

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine Months Ended September 30, 2019

 

 

 

Shares of

Common Stock

 

 

Common

Stock

 

 

Additional

Paid-in

Capital

 

 

Accumulated

Deficit

 

 

Total

Stockholders’

Equity

 

Balance, December 31, 2018

 

 

47,971,989

 

 

$

48

 

 

$

248,895

 

 

$

(217,718

)

 

$

31,225

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

(39,252

)

 

 

(39,252

)

Stock-based compensation expense

 

 

 

 

 

 

 

 

1,387

 

 

 

 

 

 

1,387

 

Common stock issued through employee stock purchase plan

 

 

36,847

 

 

 

 

 

 

37

 

 

 

 

 

 

37

 

Common stock issued, net of expenses

 

 

7,686,589

 

 

 

7

 

 

 

9,754

 

 

 

 

 

 

9,761

 

Common stock issued for April 2019 conversion of Notes

 

 

1,626,000

 

 

 

2

 

 

 

2,982

 

 

 

 

 

 

2,984

 

Common stock issued for exercise of stock options

 

 

22,500

 

 

 

 

 

 

12

 

 

 

 

 

 

12

 

Common stock issued for vested restricted stock units

 

 

18,528

 

 

 

 

 

 

(11

)

 

 

 

 

 

(11

)

Balance, September 30, 2019

 

 

57,362,453

 

 

$

57

 

 

$

263,056

 

 

$

(256,970

)

 

$

6,143

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shares Reserved for Future Issuance

The Company had reserved shares of common stock for future issuance as follows:

 

 

September 30, 2019

 

 

December 31, 2018

 

Outstanding stock options

 

5,189,860

 

 

 

4,052,913

 

Outstanding restricted stock units

 

967,644

 

 

 

111,891

 

Outstanding Series C-1 Preferred warrants

 

 

 

 

14,033

 

Warrants to purchase common stock associated with June 2016 Public Offering

 

4,218,750

 

 

 

4,218,750

 

Warrants to purchase common stock associated with March 2018 Public Offering – Series 1

 

 

 

 

13,198,075

 

Warrants to purchase common stock associated with March 2018 Public Offering – Series 2

 

7,988,175

 

 

 

7,988,175

 

Warrants to purchase common stock associated with Solar loan agreement

 

122,435

 

 

 

122,435

 

For possible future issuance for the conversion of the 6% senior convertible notes

 

11,382,000

 

 

 

 

For possible future issuance under 2014 Equity Incentive Plan (Note 9)

 

626,774

 

 

 

612,018

 

For possible future issuance under Employee Stock Purchase Plan

 

74,231

 

 

 

81,667

 

For possible future issuance under 2015 Inducement Plan (Note 9)

 

315,500

 

 

 

5,000

 

Total common shares reserved for future issuance

 

30,885,369

 

 

 

30,404,957

 

Derivative Liability

In connection with the Company’s issuance of its Notes, the Company bifurcated the embedded conversion option, inclusive of the interest make-whole provision and make-whole fundamental change provision, and recorded the embedded conversion option as a long-term derivative liability in the Company’s balance sheet in accordance with ASC 815, Derivatives and Hedging.  The convertible debt and derivative liability associated with the Notes are presented in total on the accompanying unaudited balance sheet as the convertible debt and derivative liability.  The derivative liability will be remeasured at each reporting period using the binomial lattice model with changes in fair value recorded in the statements of operations in other (income) expense.  For the three and nine months ended September 30, 2019, the Company recorded gains of $2.3 million and $0.2 million due to the change in fair value of the derivative liability.  In April 2019, Puissance converted $2.0 million of the Notes for 1,626,000 shares of common stock.

Warrants Associated with June 2016 and March 2018 Public Offerings

The outstanding warrants associated with the June 2016 and March 2018 public offerings contain a provision where the warrant holder has the option to receive cash, equal to the Black-Scholes fair value of the remaining unexercised portion of the warrant, as cash settlement in the event that there is a fundamental transaction (contractually defined to include various merger, acquisition or stock transfer activities). Due to this provision, ASC 480, Distinguishing Liabilities from Equity, requires that these warrants be classified as liabilities. The fair values of these warrants have been determined using the Black-Scholes valuation model, and the changes in the fair value are recorded in the accompanying statements of operations.  During the three months ended September 30, 2019 and 2018, the Company recorded gains of $1.8 million and $6.9 million, respectively, due to the change in fair value of the warrant liabilities.  For the nine months ended September 30, 2019 and 2018, the Company recorded a loss of $2.6 million and a gain of $7.6 million, respectively, due to the change in fair value of the warrant liabilities.  As of September 30, 2019, the fair value of the warrant liabilities was $3.6 million.

Warrant Associated with Solar Loan Agreement

On the closing date of the Company’s previous loan agreement with Solar, pursuant to the loan agreement the Company issued to Solar the warrant to purchase an aggregate of up to 122,435 shares of the Company’s common stock at an exercise price of $3.6754 per share. The warrant will expire five years from the date of the grant. The warrant was classified as equity and recorded at its relative fair value at issuance in the stockholders’ equity section of the balance sheet.