XML 35 R22.htm IDEA: XBRL DOCUMENT v3.20.1
Note 15 - Subsequent Events
3 Months Ended
Mar. 31, 2020
Notes to Financial Statements  
Subsequent Events [Text Block]
Note
15.
Subsequent Events
 
The Company has determined that there are
no
material subsequent events exist other than the following:
 
On
April 6, 2020
and
April 27, 2020,
in response to the COVID-
2019
outbreak, the Company announced reductions-in-force that have affected approximately
42%
of the Company’s workforce, and instituted salary reductions for the remainder of its employees and furloughs. The Company’s Chief Executive Officer, President and Chief Operating Officer, and other members of management agreed to a reduction in their salaries until such time as the Company’s business operations and economic conditions improve. The Company’s board of directors also agreed to a reduction in their fees.
 
In addition, in order to further conserve cash, settlement terms of the
2019
cash bonuses owed to management and other employees were amended such that
10%
of the amount owed was settled in cash, with a further
100%
of the amount owed settled in RSUs.
141,610
RSUs were issued in
April 2020, 
and all vested immediately.
 
On
April 21, 2020,
the Company issued and sold an aggregate of
2,742,750
shares of the Company’s common stock, par value
$0.001
per share at a price to the public of
$10.50
per share, in an underwritten public offering pursuant to a purchase agreement dated
April 16, 2020 (
the “Underwriting Agreement”) by and between the Company and Piper Sandler & Co. (the “Underwriter”).
 
The shares include the full exercise of the underwriter’s option to purchase an additional
357,750
shares of common stock pursuant to the Underwriting Agreement. Piper Sandler & Co. acted as the sole book-running manager in the offering. The shares were sold pursuant to an effective registration statement on Form S-
3
(File
No.
333
-
237552
) (the “Registration Statement”), which the SEC declared effective on
April 14, 2020,
and a prospectus dated
April 14, 2020
included in the registration statement and a preliminary prospectus supplement and final prospectus supplement, each dated
April 16, 2020.
 
The Company received net proceeds from the offering of approximately
$26.7
million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company intends to use the net proceeds of the offering to fund growth initiatives, market development activities related thereto and to provide for general corporate purposes, which
may
include working capital, capital expenditures, clinical trials, other corporate expenses and acquisitions of complementary products, technologies or businesses. However, the Company does
not
have any agreements or commitments for any specific acquisitions at this time.
 
On
April 22, 2020,
the Company received loan proceeds of
$7.1
million pursuant to the Paycheck Protection Program (the“PPP”) under the Coronavirus Aid, Relief, and Economic Security Act. The Company believes that the current economic uncertainty makes the loan necessary to support ongoing operations.
 
The application for these funds required the Company to, in good faith, certify that the current economic uncertainty made the loan request necessary to support the ongoing operations of the Company. Subsequently released guidance instructs all applicants and recipients to take into account their current business activity and the Company's ability to access other sources of liquidity sufficient to support ongoing operations in a manner that is
not
significantly detrimental to their business. On
April 28, 2020,
in press conference remarks, the Secretary of the U.S. Department of the Treasury stated that the SBA intends to perform a review of PPP loans over
$2.0
million. The required certification made by the Company is subject to interpretation.  If, despite the good-faith belief that given the Company’s circumstances the Company satisfied all eligible requirements for the PPP Loan, it is later determined the Company was ineligible to apply for and receive the PPP Loan, the Company 
may
be required to repay the PPP Loan in its entirety and the Company could be subject to additional penalties.
 
The loan, which is in the form of a promissory note, dated
April 21, 2020,
between the Company and Silicon Valley Bank as the lender (the “Loan”), matures on
April 21, 2022
and bears interest at a fixed rate of
1.00%
per annum, payable monthly commencing in
six
months. There is
no
prepayment penalty. Under the terms of the PPP, all or a portion of the principal
may
be forgiven if the Loan proceeds are used for qualifying expenses as described in the CARES Act, such as payroll costs, benefits, rent, and utilities.
No
assurance is provided that the Company will obtain forgiveness of the Loan in whole or in part. With respect to any portion of the SBA Loan that is
not
forgiven, the SBA Loan will be subject to customary provisions for a loan of this type, including customary events of default relating to, among other things, payment defaults and breaches of the provisions of the Loan.