7. STOCKHOLDERS' EQUITY

12 Months Ended

Apr. 30, 2012

Stockholders' Equity Note Disclosure [Text Block]

7. STOCKHOLDERS' EQUITY

Adoption of a Stockholder Rights Agreement

On March 16, 2006, our Board of Directors adopted a Stockholder Rights Agreement (“Rights Agreement”) that is designed to strengthen the ability of the Board of Directors to protect the interests of our stockholders against potential abusive or coercive takeover tactics and to enable all stockholders the full and fair value of their investment in the event that an unsolicited attempt is made to acquire Peregrine. The adoption of the Rights Agreement is not intended to prevent an offer the Board of Directors concludes is in the best interest of Peregrine and its stockholders.

Under the Rights Agreement, the Board of Directors declared a dividend of one preferred share purchase right (a “Right”) for each share of our common stock held by shareholders of record as of the close of business on March 27, 2006. Each Right will entitle holders of each share of our common stock to buy one thousandth (1/1,000th) of a share of Peregrine’s Series D Participating Preferred Stock, par value $0.001 per share, at an exercise price of $11.00 per share, subject to adjustment. The Rights are neither exercisable nor traded separately from our common stock. The Rights will become exercisable and will detach from the common shares if a person or group acquires 15% or more of our outstanding common stock, without prior approval from our Board of Directors, or announces a tender or exchange offer that would result in that person or group owning 15% or more of our common stock. Each Right, when exercised, entitles the holder (other than the acquiring person or group) to receive common stock of the Company (or in certain circumstances, voting securities of the acquiring person or group) with a value of twice the Rights exercise price upon payment of the exercise price of the Rights.

Peregrine will be entitled to redeem the Rights at $0.001 per Right at any time prior to a person or group achieving the 15% threshold. The Rights will expire on March 16, 2016.

Financing Under Shelf Registration Statements On Form S-3

Our ability to continue our clinical trials and development efforts is highly dependent on the amount of cash and cash equivalents on hand combined with our ability to raise additional capital to support our future operations through one or more methods, including but not limited to, issuing additional equity.

With respect to financing our operations through the issuance of equity, we have raised additional capital during the three fiscal years ended April 30, 2012, under three registration statements as defined below.

Shelf Filing Date	Registration Statement Number	Amount Registered
January 2007	File number 333-139975	$30,000,000
July 2009	File number 333-160572	$50,000,000
December 2010	File number 333-171252	$75,000,000

In addition, on March 9, 2012, we filed a shelf registration statement on Form S-3, File number 333-180028 (“March 2012 Shelf”), which was declared effective by the Securities and Exchange Commission on April 12, 2012, under which we may issue, from time to time, in one or more offerings, shares of our common stock for gross proceeds of up to $150,000,000. As of April 30, 2012, we had not issued any shares of common stock under the March 2012 Shelf.

The following table summarizes the various financing transactions and the amounts of capital we have raised under the shelf registration statements for the fiscal years ended April 30, 2010, 2011, and 2012:

Registration Statement No.	Description of Financing Transaction	Number of Common Stock Shares Issued	Gross Proceeds
Fiscal Year 2010
333-139975	At Market Sales Issuance Agreement dated March 26, 2009	1,855,172	$   6,892,000
333-160572	At Market Sales Issuance Agreement dated July 14, 2009	5,643,749	$ 19,432,000
		7,498,921	$ 26,324,000
Fiscal Year 2011
333-160572	At Market Sales Issuance Agreement dated July 14, 2009	1,925,565	$   5,568,000
333-160572	At Market Sales Issuance Agreement dated June 22, 2010	9,214,373	$ 15,000,000
333-171252	At Market Sales Issuance Agreement dated December 29, 2010	5,224,491	$ 13,288,000
		16,364,429	$ 33,856,000
Fiscal Year 2012
333-171252	At Market Sales Issuance Agreement dated December 29, 2010	24,873,930	$ 27,390,000
333-171252	Registered Direct Public Offering dated September 2, 2011	6,252,252	$   6,940,000
		31,126,182	$ 34,330,000

Under the At Market Sales Issuance Agreement dated March 26, 2009 (“March 2009 AMI Agreement”) we entered into with Wm Smith & Co., pursuant to which we may sell shares of our common stock through Wm Smith & Co., as agent, in registered transactions from our January 2007 Shelf, for aggregate gross proceeds of $7,500,000. Shares of common stock sold under this arrangement were sold at market prices. During fiscal year 2010, we had sold 1,855,172 shares of common stock at market prices under the March 2009 AMI Agreement for aggregate gross proceeds of $6,892,000 before deducting commissions and other issuance costs of $305,000. As of April 30, 2010, we had raised the entire $7,500,000 available under the March 2009 AMI Agreement.

Under the At Market Sales Issuance Agreement dated July 14, 2009 (“July 2009 AMI Agreement”) we entered into with Wm Smith & Co., pursuant to which we may sell shares of our common stock through Wm Smith & Co., as agent, in registered transactions from our July 2009 Shelf, for aggregate gross proceeds of $25,000,000. Shares of common stock sold under this arrangement were sold at market prices. During fiscal years 2010 and 2011, we had sold 7,569,314 shares of common stock at market prices under the July 2009 AMI Agreement for aggregate gross proceeds of $25,000,000 before deducting commissions and other issuance costs of $678,000.

Under the At Market Sales Issuance Agreement dated June 22, 2010 (“June 2010 AMI Agreement”) with McNicoll, Lewis & Vlak LLC (“MLV”), pursuant to which we may sell shares of our common stock through MLV, as agent, in registered transactions from our July 2009 Shelf, for aggregate gross proceeds of up to $15,000,000. Shares of common stock sold under this arrangement were sold at market prices. During fiscal year 2011, we had sold 9,214,373 shares of common stock at market prices under the July 2009 AMI Agreement for aggregate gross proceeds of $15,000,000 before deducting commissions and other issuance costs of $345,000.

Under the At Market Sales Issuance Agreement dated December 29, 2010 (“December 2010 AMI Agreement”) with MLV, pursuant to which we may sell shares of our common stock through MLV, as agent, in registered transactions from our December 2010 Shelf, for aggregate gross proceeds of up to $75,000,000. Shares of common stock sold under this arrangement were sold at market prices. During fiscal years 2011 and 2012, we sold 30,098,421 shares of common stock at market prices under the December 2010 AMI Agreement for aggregate gross proceeds of $40,678,000 before deducting commissions and other issuance costs of $917,000. As of April 30, 2012, aggregate gross proceeds of up to $27,382,000 remained available under the December 2010 AMI Agreement.

Under the registered direct public offering dated September 2, 2011, we entered into separate subscription agreements with three institutional investors, pursuant to which we sold an aggregate of 6,252,252 shares of our common stock at a purchase price of $1.11 per share for aggregate gross proceeds of $6,940,000 before deducting placement agent fees and other offering expenses of $525,000.

As of April 30, 2012, aggregate gross proceeds of up to $187,382,000 remained available under three effective shelf registration statements.

Subsequent to April 30, 2012 and through June 30, 2012, we sold 2,752,691 shares of common stock at market prices under the December 2010 AMI Agreement for aggregate gross proceeds of $1,496,000. As of June 30, 2012, aggregate gross proceeds of $185,886,000 remained available under our three effective shelf registration statements.

Shares Of Common Stock Authorized And Reserved For Future Issuance

As of April 30, 2012, we had reserved 16,963,060 additional shares of our common stock which may be issued under our equity compensation plans and outstanding warrant agreements, excluding shares of common stock that could potentially be issued under our current effective shelf registration statements, as further described in the following table:

	Number of Shares Reserved
Common shares reserved for issuance under outstanding option grants and available for issuance under our stock incentive plans		12,305,978
Common shares reserved for and available for issuance under our Employee Stock Purchase Plan		4,437,115
Common shares issuable upon exercise of outstanding warrants		219,967
Total shares of common stock reserved for issuance		16,963,060