At-The-Market Offering and Firm Commitment Offering

9 Months Ended

Sep. 30, 2019

At-The-Market Offering and Firm Commitment Offering

On August 12, 2019, the Company terminated the At-the-Market Equity Offering Sales Agreement dated December 28, 2018 (the “Stifel Sales Agreement”) with Stifel, Nicolaus & Company, Incorporated (“Stifel”) pursuant to which the Company was entitled to sell from time to time, at its option, up to an aggregate of $75.0 million of shares of the Company's common stock through Stifel, as sales agent. The Company sold no shares of its common stock under the Stifel Sales Agreement.

On August 12, 2019, the Company entered into a Controlled Equity Offering Sales Agreement (the “2019 Sales Agreement”) with Cantor Fitzgerald & Co. (“Cantor”) pursuant to which the Company may sell from time to time, at its option, up to an aggregate of $25.0 million, shares of the Company’s common stock, through Cantor, as sales agent (the “ATM Offering”). Pursuant to the Sales Agreement, sales of the Common Stock were made under the Company’s previously filed and currently effective Registration Statement on Form S-3. The aggregate compensation payable to Cantor was 3.0% of the aggregate gross proceeds from each sale of the Company’s Common Stock.

On September 4, 2019, the Company entered into an Underwriting Agreement (the “Underwriting Agreement”) with Cantor Fitzgerald & Co. (the “Underwriter”). Subject to the terms and conditions of the Underwriting Agreement, the Company agreed to sell to the Underwriter, in a firm commitment underwritten offering, 28,000,000 shares of the Company’s common stock (the “Firm Commitment Offering”). In addition, the Company granted the Underwriter a 30-day option to purchase 4,200,000 of additional shares of common stock. The 30-day option was not exercised.

The following table summarizes the total sales under the 2019ATM Offering and Firm Commitment Offering for the period indicated (in thousands except for per share amounts):



	2019		Firm Commitment
	ATM Offering		Offering
	For the Quarter Ended		For the Quarter Ended		Total
	September 30, 2019		September 30, 2019		September 30, 2019
Total shares of common stock sold	5,084,151		28,000,000		33,084,151
Average price per share	$	0.999	$	0.6713	0.722
Gross proceeds	$	5,081	$	18,796	$	23,877
Commissions earned by Cantor	$	152	$	—	$	152
Net Proceeds	$	4,929	$	18,796	$	23,725