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Stockholders' Equity
12 Months Ended
Dec. 31, 2015
Equity [Abstract]  
Stockholders' Equity

9. STOCKHOLDERS’ EQUITY

 

Common Stock Issued, Net of Issuance Costs

 

Registered Direct Offerings

 

On December 18, 2015, URI completed a registered direct offering for gross proceeds of $1.0 million. Net proceeds to URI, after deducting agent fees and offering expenses, were $0.7 million. URI sold 208,332 shares of common stock at a price of $4.80 per share.

 

On March 6, 2015, URI completed a registered direct offering for gross proceeds of $6.0 million. Net proceeds to URI, after deducting agent’s fees and offering expenses, were $5.4 million. URI sold 333,333 units at a price of $18.00 per unit, with each unit comprised of one share of URI’s common stock and a warrant to purchase 0.55 shares of common stock at an exercise price of $24.00 per whole share. The warrants are exercisable for a period of five years beginning on the six-month anniversary of original issuance and ending on a date that five years after the first date of exercisability.

 

At-The-Market Sales

 

On October 31, 2011, the Company entered into an At-The-Market Sales Agreement with BTIG LLC (the “ATM Sales Agreement”), a major global securities trading firm that acts as our sales agent. Under the ATM Sales Agreement, the Company may from time to time sell shares of its common stock having an aggregate offering price up to $15.0 million in “at-the-market” offerings, which shares are registered under the Company’s currently effective registration statement on Form S-3. The Company filed a prospectus supplement dated November 17, 2015 with the Securities and Exchange Commission in connection with the offering, relating to shares of its common stock having an aggregate offering price of up to $6.0 million. The Company pays BTIG a commission equal to 3.0% of the gross proceeds from the sale of any shares pursuant to the ATM Sales Agreement.

 

During the year ended December 31, 2015 the Company sold 17,763 shares of common stock for net proceeds of approximately $0.3 million under the ATM Sales Agreement. Subsequent to December 31, 2015, the Company sold 105,195 shares of common stock for net proceeds of approximately $0.4 million under the ATM Sales Agreement. As of March 18, 2016, approximately $5.6 million of the aggregate $15.0 million remained available for future sales under the ATM Sales Agreement.

 

Common Stock Issued for Acquisition of Anatolia Energy

 

As discussed in Note 3 above, the Company issued 1,709,724 shares of common stock in exchange for 100% of the outstanding shares of Anatolia Energy as part of the purchase consideration paid to acquire Anatolia Energy.

 

Common Stock Issued Acquisition Related Fees

 

In November 2015, the Company issued 79,841 shares with an average fair market value per share of $9.36 based on the closing price on the date of issuance to RCF Management (see Note 13 below) and Insight Transportation as satisfaction of $0.7 million in fees related to the Anatolia Transaction discussed in Note 3 above. Subsequent to December 31, 2015, the Company issued an additional 117,097 shares with a fair market value per share of $6.00 as satisfaction of $0.7 million in required termination payments related to the Anatolia Transaction.

 

Common Stock Issued for Loan Interest and Fees

 

As discussed in Note 6 above, unless RCF elects to receive cash, RCF receives common shares of the Company for the payment of interest owing on the Loan Agreement. For the year ended December 31, 2015, the Company issued 52,861 shares of common stock for the payment of $0.7 million in interest and fees. Subsequent to December 31, 2015, the Company issued 38,086 shares of common stock for the payment of $0.2 million in interest relating to the three months ended December 31, 2015.

 

Listed Options

 

As discussed in Note 3 above, the Company issued 266,742 listed options as replacement for 100% of the outstanding listed options of Anatolia Energy as part of the purchase consideration paid to acquire Anatolia Energy. These listed options trade on the Australian Stock Exchange under the ticker symbol URIO and entitle each holder to convert their option into a share of common stock of the Company at an exercise price of $24.96 on or before the expiry date of June 15, 2017. The Company calculated the fair value of the listed options using the Black-Scholes method using the following assumptions:

 

Expected volatility     90 %
Risk-free interest rate     0.87 %
Expected life (years)     1.60  
Dividend yield     N/A