Stockholders' Equity and Common Stock Warrants

2019

Common Stock Offerings

December 2019,

Company completed an offering (the

“December 2019

Offering”) of

6,266,787

shares of its common stock and warrants to purchase

6,266,787

shares of common stock. The shares of common stock and warrants were sold for a combined purchase price of

$0.5585

per share for net proceeds of

$3.0

million. The

December 2019

Offering warrants are exercisable beginning on the date of their issuance until

June 13, 2025

at an initial exercise price equal to

$0.4335

per share.

In addition, at the closing of the

December 2019

Offering, the Company issued warrants to purchase up to

313,339

shares of common stock to designees of the placement agent. The placement agent's warrants have an exercise price of

$0.6981

per share and a term of

five

years from the date of issuance.

November 2019,

the Company completed a registered direct public offering (the

“November 2019

Offering”) of

5,104,429

shares of its common stock, and

6,324,143

pre-funded warrants each to purchase

one

share of common stock, together with warrants to purchase up to

22,857,144

shares of common stock at a combined public offering price of

$0.35

per share and associated warrants for total net proceeds of

$3.3

million. The warrants were issued with an exercise price of

$0.35

per warrant and are exercisable beginning on their date of issuance. Of the warrants issued,

11,428,572

have a term of

months and

11,428,572

have a term of

years. During the year ended

December 31, 2019,

11,091,716

of those warrants were exercised for proceeds of

$3.9

million.

In addition, at the closing of the

November 2019

Offering, the Company issued warrants to purchase up to

571,429

shares of common stock to designees of the placement agent. The placement agent's warrants have an exercise price of

$0.4375

per share and a term of

five

years from the date of issuance.

May 2019,

the Company completed a registered direct public offering (the

“May 2019

Offering”) of

1,317,060

shares of common stock and a private placement of warrants to purchase

1,317,060

shares of common stock. The shares of common stock and warrants were sold for a combined purchase price of

$4.895

for total net proceeds of

$5.6

million. The warrants are exercisable beginning on the date of their issuance until

November 29, 2024

at an initial exercise price equal to

$5.00.

In addition, at the closing of the

May 2019

Offering, the Company issued warrants to purchase up to

65,853

shares of common stock to designees of the placement agent. The placement agent's warrants have an exercise price of

$6.11875

per share and a term of

years from the date of issuance.

2018

Common Stock Offering

January 2018,

the Company entered into an Underwriting Agreement (the “Agreement”) pursuant to which it issued

1,000,000

shares of common stock and warrants to purchase

1,000,000

shares of common stock with an initial exercise price of

$12.00

per share for cash proceeds of

$10.8

million. In addition, as compensation for its services, the Company granted to the underwriter in the transaction an option (the “Over-Allotment Option”) to purchase, in the aggregate,

150,000

shares of common stock (the “Option Shares”) and warrants to purchase up to

150,000

shares of common stock (the “Option Warrants”). The underwriter exercised its right to purchase a portion of the Option Warrants and received an additional

131,375

warrants to purchase common stock with an initial exercise price

$12.00

per share.

In addition, at the closing, the Company issued to designees of the underwriter warrants to purchase up to

50,000

shares of common stock. The underwriter’s warrants have an exercise price of

$15.00

per share and a term of

five

years from the date of issuance.

As a result of the Company's common stock offering in

January 2018,

all outstanding shares of the Company's Series A convertible preferred stock converted into

1,400,462

shares of common stock of which (i)

553,752

shares were issued for the automatic conversion of Series A convertible preferred stock (ii)

68,815

shares were issued upon settlement of accrued dividends and (iii)

777,895

shares were issued for the settlement of the “make-whole” adjustment feature. A deemed dividend of

$8.2

million was recognized for the value of the common shares issued for the settlement of the make-whole adjustment feature.

Common Stock Warrants

During its evaluation of equity classification for the Company's common stock warrants issued in

2019

and

2018,

the Company considered the conditions as prescribed within ASC

815

40,

Derivatives and Hedging, Contracts in an Entity’s own Equity

(“ASC

815

40”

). The conditions within ASC

815

are

not

subject to a probability assessment. The warrants do

not

fall under the liability criteria within ASC

480

Distinguishing Liabilities from Equity

as they are

not

puttable and do

not

represent an instrument that has a redeemable underlying security. The warrants do meet the definition of a derivative instrument under ASC

815,

but are eligible for the scope exception as they are indexed to the Company’s own stock and would be classified in permanent equity if freestanding.

As of

December

31,

2019,

the Company had the following warrants outstanding to acquire shares of its common stock:

	Outstanding		Range of exercise price per share			Expiration dates
Common stock warrants issued in 2017 related to Series A convertible preferred stock offering		903,870		$33.30		March 2022
Common stock warrants issued in 2018 related to the common stock offering		1,181,375	$12.00	-	$15.00	January 2023
Common stock warrants issued related to the May 2019 Offering		1,382,913	$5.00	-	$6.11875	May and December 2024
Common stock warrants issued related to the November 2019 Offering		12,336,857	$0.35	-	$0.4375	May 2024
Common stock warrants issued related to the December 2019 Offering		6,580,126	$0.4335	-	$0.6981	December 2024 and June 2025
		22,385,141

During the years ended

December

31,

2019

and

2018,

1,767

and

28,123

warrants expired, respectively.