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Warrant Liabilities
9 Months Ended
Sep. 30, 2014
Warrant Liabilities [Abstract]  
Warrant Liabilities


Note 4. Warrant Liabilities

 

Warrants issued in connection with the Company’s registered public offering contain provisions that protect holders from a decline in the issue price of its common stock (or “down-round” provision) and contain net settlement provisions. As a result, the Company accounts for these warrants as liabilities instead of equity instruments. Down-round provisions reduce the exercise or conversion price of a warrant if the Company issues equity shares for a price that is lower than the exercise or conversion price of the warrants. Net settlement provisions allow the holder of the warrant to surrender shares underlying the warrant equal to the exercise price as payment of its exercise price, instead of exercising the warrant by paying cash. The Company evaluates whether warrants to acquire its common stock contain provisions that protect holders from declines in the stock price or otherwise could result in modification of the exercise price and/or shares to be issued under the respective warrant agreements based on a variable that is not an input to the fair value of a “fixed for fixed” option.

 

The Company recognizes these warrants as liabilities at their fair value on the date of grant and remeasures them to fair value on each reporting date.

 

The Company recognized an initial warrant liability for the warrants issued in connection with the registered public offering completed in June 2013 totaling $4,827,788, which was based on the June 25, 2013 closing price of a share of the Company’s common stock as reported on OTC Markets of $0.96. During the nine months ended September 30, 2014, 143,004 shares of common were issued upon 586,081 warrants exercised on a cashless basis. On January 22, 2014, 250,000 warrants were exercised and on August 19, 2014 336,081 were exercised. The fair value of the warrants exercised, or $1,055,490 was reclassified from warrant liability to additional paid-in capital. On September 30, 2014, the closing price of the Company’s common stock as reported on OTC Markets was $2.00. Due to the fluctuations in the market value of the Company’s common stock from December 31, 2013 through September 30, 2014, the Company recognized a non-cash charge of $203,703 for the change in the fair value of the warrant liability for the nine months ended September 30, 2014.

 

The assumptions used in connection with the valuation of warrants issued were as follows:

 

  December 31, 
2013
  January 22, 
2014
  August 19, 
2014
  September 30, 
2014
 
Number of shares underlying the warrants  5,309,438   5,309,438   5,059,438   4,723,357 
Exercise price $1.65   1.65  $1.65  $1.65 
Volatility  135%  135%  130%  128%
Risk-free interest rate  1.75%  1.30%  1.25%  1.43%
Expected dividend yield  0   0   0   0 
Expected warrant life (years)  4.5   4.42   3.85   3.74 
Stock Price $1.80  $2.29  $2.05  $2.00 

 

Recurring Level 3 Activity and Reconciliation

 

The table below provides a reconciliation of the beginning and ending balances for the liability measured at fair value using significant unobservable inputs (Level 3). The table reflects losses for the nine months ended September 30, 2014 for the financial liability categorized as Level 3 as of September 30, 2014.

 

Fair Value Measurements Using Significant Unobservable Inputs (Level 3):

 

  December 31, 
2013
  Decrease 
from 
Warrants Exercised 
in 2014
  Increase in Fair Value  September 30, 
2014
 
Warrant liability $8,281,247  $(1,055,490) $203,703  $7,429,460