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Stockholders' Equity
9 Months Ended
Jul. 31, 2019
Equity [Abstract]  
Stockholders' Equity

Note 13.  Stockholders’ Equity

At Market Issuance Sales Agreement

On June 13, 2018, the Company entered into an At Market Issuance Sales Agreement (the “Sales Agreement”) with B. Riley FBR, Inc. and Oppenheimer & Co. Inc. (together, the “Agents”) to create an at the market equity program under which the Company from time to time may offer and sell shares of its common stock having an aggregate offering price of up to $50.0 million through the Agents.  Under the Sales Agreement, the Agent making the sales will be entitled to a commission in an amount equal to 3.0% of the gross proceeds from such sales. During the three and nine months ended July 31, 2019, the Company sold approximately 44.0 million shares under the Sales Agreement at an average sale price of $0.38 per share and raised aggregate gross proceeds of approximately $16.7 million before deducting expenses and commissions.  Commissions of $0.5 million were paid to the Agent making the sales during the three and nine months ended July 31, 2019, resulting in net proceeds of approximately $16.2 million.  As the Company had sold an aggregate of approximately $24.7 million of shares of common stock under the Sales Agreement as of July 31, 2019, the Company could sell, as of July 31, 2019, up to approximately $25.3 million of shares of its common stock in the future under the Sales Agreement, subject to contractual requirements, trading windows and market conditions (refer to Note 20. “Subsequent Events” for information on common stock sales under the Sales Agreement subsequent to July 31, 2019).

Public Offerings and Outstanding Warrants

On May 3, 2017, the Company completed an underwritten public offering of (i) 1,000,000 shares of its common stock, (ii) Series C warrants to purchase 1,000,000 shares of its common stock and (iii) Series D warrants to purchase 1,000,000 shares of its common stock.  The Series C warrants have an exercise price of $19.20 per share and a term of five years. The Series D warrants were all exercised prior to October 31, 2018. No Series C warrants were exercised during the nine months ended July 31, 2019.

On July 12, 2016, the Company closed on a registered public offering of securities to a single institutional investor pursuant to a placement agent agreement with J.P. Morgan Securities LLC.  In conjunction with the offering, the Company issued a Series A warrant to purchase 640,000 shares of the Company’s common stock (the “Series A Warrant”) with an exercise price of $69.96 per share.

 

On February 21, 2019, the Company entered into an Exchange Agreement (the “Exchange Agreement”) with the holder (the “Warrant Holder”) of the Series A Warrant. Pursuant to the Exchange Agreement, the Company agreed to issue to the Warrant Holder 500,000 shares of the Company’s common stock (subject to adjustment for stock dividends, stock splits, stock combinations, and other reclassifications) in exchange for the transfer of the Series A Warrant back to the Company, in reliance on an exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended. Following the transfer of the Series A Warrant back to the Company, the Series A Warrant was cancelled and no further shares were issuable pursuant to the Series A Warrant. For the nine months ended July 31, 2019, the Company recorded a charge to common stockholders for the difference between the fair value of the Series A Warrant prior to the modification of $0.3 million and the fair value of the common shares issuable at the date of the Exchange Agreement of $3.5 million.

The following table summarizes outstanding warrant activity during the nine months ended July 31, 2019:

 

 

 

Series A

Warrants

 

 

Series C

Warrants

 

Balance as of October 31, 2018

 

 

640,000

 

 

 

964,114

 

Warrants exchanged

 

 

(640,000

)

 

 

 

Warrants exercised

 

 

 

 

 

 

Warrants expired

 

 

 

 

 

 

Balance as of July 31, 2019

 

 

 

 

 

964,114