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Stockholders' Equity
6 Months Ended
Dec. 31, 2020
Equity [Abstract]  
Stockholders' Equity

(4) Stockholders’ Equity

 

Public Offerings of Common Stock

 

On October 21, 2020, the Company entered into a Securities Purchase Agreement (the “First Purchase Agreement”) with certain purchasers named therein, pursuant to which the Company agreed to issue and sell 7,826,086 shares (the “Public Offering Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), at an offering price of $2.30 per share (the “Public Offering”).

 

The Public Offering resulted in gross proceeds of approximately $18.0 million before deducting the placement agent’s fees and related offering expenses.

  

Pursuant to an engagement agreement dated July 23, 2020, as amended, the Company engaged H.C. Wainwright & Co., LLC (the “Placement Agent”) to act as the Company’s exclusive placement agent in connection with the Public Offering. The Company issued to the Placement Agent, or its designees, warrants (the “Placement Agent’s Warrants No. 1”) to purchase up to 469,565 shares of Common Stock, which represents 6.0% of the Public Offering Shares sold in the Public Offering. The Placement Agent’s Warrants No. 1 have an exercise price of $2.875 per share, which represents 125% of the per share offering price of the Public Offering Shares, and a termination date of October 21, 2025. The Placement Agent’s Warrants No. 1 had a fair value per share of $2.01 as of the date of issuance.

 

On October 28, 2020, the Company entered into a Securities Purchase Agreement (the “Second Purchase Agreement”) with certain purchasers named therein, pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “Registered Offering”), 2,887,906 shares (the “Registered Offering Shares”) of the Company’s Common Stock, at an offering price of $2.15 per share.

 

The Registered Offering resulted in gross proceeds of approximately $6.2 million before deducting the placement agent’s fees and related offering expenses.

  

Pursuant to an engagement agreement dated July 23, 2020, as amended, the Company engaged the Placement Agent to act as the Company’s exclusive placement agent in connection with the Registered Offering. The Company also issued to the Placement Agent, or its designees, warrants (the “Placement Agent’s Warrants No. 2”) to purchase up to 173,274 shares of Common Stock, which represents 6.0% of the Registered Offering Shares sold in the Registered Offering. The Placement Agent’s Warrants No. 2 have an exercise price of $2.6875 per share, which represents 125% of the per share offering price of the Registered Offering Shares, and a termination date of October 28, 2025. The Placement Agent’s Warrants No. 2 had a fair value per share of $1.80 as of the date of issuance.

 

At-the-Market Agreements

 

From November 9, 2018 through March 25, 2020, the Company sold 793,668 shares of Common Stock pursuant to an At-the-Market Issuance Sales Agreement (the “B. Riley ATM Agreement”) with B. Riley FBR, under which B. Riley FBR acted as the sales agent. In connection with the sale of these shares of Common Stock, the Company received net proceeds of $2.3 million. The weighted-average sale price per share was $3.04. No additional shares of the Company’s Common Stock will be sold pursuant to the B. Riley ATM Agreement. The Company did not incur any termination penalties as a result of its termination of the B. Riley ATM Agreement.

 

On December 18, 2020, the Company entered into an at-the-market offering agreement (the “Wainwright ATM Agreement”) with H.C. Wainwright & Co., LLC as agent, pursuant to which the Company may offer and sell, from time to time through H.C. Wainwright, shares of the Company’s Common Stock, having an aggregate offering price of up to $3,582,614.

 

Warrants

 

A summary of the common stock warrant activity for the three months ended December 31, 2020 is presented below:

 

 

Shares

(In thousands)

 

 

Weighted Average Exercise Price

 

 

Aggregate Fair Market Value at Issuance (In thousands)

 

 

Weighted Average Remaining Contractual Term (Years)

 

Outstanding June 30, 2020

 

86

 

 

$

5.14

 

 

$

194

 

 

 

4.74

 

Warrants issued

 

643

 

 

 

2.82

 

 

 

1,256

 

 

 

4.81

 

Warrants exercised

 

 

 

 

 

 

 

 

 

 

 

Warrants expired

 

 

 

 

 

 

 

 

 

 

 

Outstanding December 31, 2020

 

729

 

 

$

3.10

 

 

$

1,450

 

 

 

4.74

 

 

The following represents a summary of the warrants outstanding at each of the dates identified:

 

 

 

 

 

 

 

 

 

 

 

Number of Shares Underlying Warrants

 

Issue Date

 

Classification

 

Exercise Price

 

 

Expiration Date

 

December 31, 2020

 

 

June 30, 2020

 

March 26, 2020

 

Equity

 

$

6.25

 

 

March 25, 2025

 

 

24,780

 

 

 

24,780

 

March 30, 2020

 

Equity

 

$

4.69

 

 

March 27, 2025

 

 

61,133

 

 

 

61,133

 

October 23, 2020

 

Equity

 

$

2.89

 

 

October 21, 2025

 

 

469,565

 

 

 

 

October 28, 2020

 

Equity

 

$

2.69

 

 

October 28, 2025

 

 

173,274

 

 

 

 

Total Outstanding

 

 

 

 

 

 

 

 

 

 

728,752

 

 

 

85,913

 

 

Nasdaq Compliance

 

As previously noted in our Form 10-K for the fiscal year ended June 30, 2020, the Company was not in compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1) for continued listing on The Nasdaq Capital Market because its stockholders’ equity was below the required minimum of $2.5 million at June 30, 2020. On September 11, 2020, the Company received a notice from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) stating that it was not in compliance with the required stockholder’s equity of $2.5 million.

 

The notice had no immediate effect on the Company’s listing on The Nasdaq Capital Market. The Company originally had until October 26, 2020 to submit a plan to regain compliance with the minimum stockholders’ equity requirement; however, Nasdaq granted an extension of the deadline to submit a plan until November 2, 2020.

 

Following the offerings mentioned above, the Company is now in compliance with the minimum stockholders’ equity requirement.