Note 10 - Subsequent Events

3 Months Ended

Mar. 31, 2019

Notes to Financial Statements

Subsequent Events [Text Block]

10

.     

S

ubsequent Event

s

On

April 18, 2019,

the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an accredited investor (the “Investor”), pursuant to which the Company agreed to issue and sell to the Investor (the “Offering”)

4,444,444

pre-funded warrants of the Company’s common stock for a purchase price of

$0.17

per pre-funded warrant. The gross proceeds to the Company, excluding the proceeds, if any, from the exercise of the pre-funded warrants, was approximately

$755,555.

Each pre-funded warrant is immediately exercisable for

one

share of common stock at an exercise price of

$0.01

per share and will remain exercisable until exercised in full. A holder of a pre-funded warrant will

not

have the right to exercise any portion of its warrant if the holder, together with its affiliates, would beneficially own in excess of

4.99%

or

9.99%,

as applicable, of the number of shares of the Company’s common stock outstanding immediately after giving effect to such exercise (the “Beneficial Ownership Limitation”); provided, however, that the holder

may

increase or decrease the Beneficial Ownership Limitation, although any increase will

not

be effective until the

61st

day after a notice of increase is delivered to the Company and the holder

may

not

increase the Beneficial Ownership Limitation in excess of

9.99%.

The Offering closed on

April 26, 2019.

In the event the Company sells or issues any shares of common stock or common stock equivalents during the period beginning on the closing date of the Offering and ending on the date that is

three

-hundred and

sixty-five

(

365

) days following such date, the Company is required to issue each Investor a number of shares of common stock (or additional pre-funded warrants to purchase shares of common stock) equal to the number of shares the Investor would have received had the purchase price for such shares been at such lower purchase price.

In

April 2019,

an additional

1,500,000

pre-funded warrants that were issued in the

August 2018

Securities Purchase Agreement were exercised.  The Company received proceeds of

$0.01

per share or

$15,000

due to the exercise.