Stockholders’ Equity

Common Stock

During the year ended December 31, 2019, the Company issued a total of 4,761,754 shares of Common Stock, the issuances were a result of the following:


•	2,221,635 shares of common stock were issued upon exercise of pre-funded warrants and warrants, 1,724,322 and 497,313, respectively;


•	1,994,929 shares of common stock were issued through private placements with certain accredited investors;


•	333,333 shares were issued upon conversion of Series C Convertible Preferred Stock;


•	183,334 shares of common stock in connection with a clinical trial funding commitment;


•	22,057 shares were issued upon vesting of RSU's; and


•	6,466 shares were issued for share rounding as a result of the reverse stock split.

During the year ended December 31, 2018, the Company issued a total of 3,098,662 shares of common stock, the issuances were a result of the following:


•	1,523,333 shares of common stock were sold through an underwritten public offering;


•	1,476,667 shares were issued upon conversion of Series B Convertible Preferred Stock;


•	78,917 shares were issued upon exercise of warrants;


•	18,609 shares were issued upon vesting of RSU's; and


•	1,136 shares were issued for share rounding as a result of the reverse stock split.

Warrants

A summary of warrant activity and changes in warrants outstanding, including both liability and equity classifications, is presented below:



	Number of Warrants (1)		Weighted-Average Exercise Price Per Share (1)		Weighted-Average Remaining Contractual Term (1)
Balance outstanding, December 31, 2017	322,774		$	68.07	4.4 years
Granted	3,450,000		$	6.60
Exercised	(74,518	)	$	21.60
Expired	(48,915	)	$	217.17
Balance outstanding, December 31, 2018	3,649,341		$	8.91	4.4 years
Granted	7,437,454		$	1.87
Exercised	(497,313	)	$	6.60
Balance outstanding, December 31, 2019	10,589,482		$	4.08	3.7 years

(1)Balance outstanding, December 31, 2019 excludes 605,072 pre-funded warrants to purchase shares of common stock at a nominal exercise price of $0.01 per share. The pre-funded warrants expire when exercised in full. As of February 20, 2020 all of the pre-funded warrants have been exercised.

In connection with an underwritten public offering occurred in June 2018, the Company issued warrants to purchase an aggregate of 3,450,000 shares of common stock at an exercise price of $6.60 per share which expire on the 5 year anniversary of the original issuance date. Approximately 497,000 of these warrants were exercised during 2019.

In connection with registered direct offerings during the twelve months ending December 31, 2019 the Company issued the following warrants:


•	On April 5, 2019 the Company issued Series B Warrants to purchase an aggregate of 382,166 shares of common stock at an exercise price of $3.80 per share, which vested 6 months after issuance and expire 5.5 years from the issuance date;


•	On May 13, 2019 the Company issued Series D Warrants to purchase an aggregate of 458,015 shares of common stock at an exercise price of $3.15 per share, which vested 6 months after issuance and expire 5.5 years from the issuance date;


•	On August 22, 2019 the Company issued Series F Warrants to purchase an aggregate of 727,802 shares of common stock at an exercise price of $1.936 per share, which vested 6 months after issuance and expire 5.5 years from the issuance date;


•	On October 30, 2019 the Company issued Series G Warrants to purchase an aggregate of 2,756,340 shares of common stock at an exercise price of $1.56 per share, which vested immediately and expire 5.5 years from the issuance date;


•	On October 30, 2019 the Company issued Series H Warrants to purchase an aggregate of 2,756,340 shares of common stock at an exercise price of $1.56 per share, which vested immediately and expire 1.5 years from the issuance date; and


•	On October 30, 2019 the Company issued Placement Agent Warrants to purchase an aggregate of 206,726 shares of common stock at an exercise price of $2.2675 per share, which vested immediately and expire 5.5 years from the issuance date.

Series A Convertible Preferred Stock

The material terms of the Series A Convertible Preferred Stock consist of:

1) Dividends. Holders of the Company’s Series A Convertible Preferred Stock are entitled to receive cumulative dividends at the rate per share of 4% per annum, payable quarterly on March 31, June 30, September 30 and December 31, beginning with September 30, 2005. Dividends are payable, at the Company’s sole election, in cash or shares of common stock. As of December 31, 2019 and 2018, the Company had $365,255 and $341,015, respectively in accrued cumulative unpaid preferred stock dividends, included in accrued liabilities in the Company’s balance sheets, and $24,240 and $24,240 of accrued dividends was recorded during the years ended December 31, 2019 and 2018, respectively.

2) Voting Rights. Shares of the Series A Convertible Preferred Stock have no voting rights. However, so long as any shares of Series A Convertible Preferred Stock are outstanding, the Company may not, without the affirmative vote of the holders of the shares of Series A Convertible Preferred Stock then outstanding, (a) adversely change the powers, preferences or rights given to the Series A Convertible Preferred Stock, (b) authorize or create any class of stock senior or equal to the Series A Convertible Preferred Stock, (c) amend its certificate of incorporation or other charter documents, so as to affect adversely any rights of the holders of Series A Convertible Preferred Stock or (d) increase the authorized number of shares of Series A Convertible Preferred Stock.

3) Liquidation. Upon any liquidation, dissolution or winding-up of the Company, the holders of the Series A Convertible Preferred Stock are entitled to receive an amount equal to the Stated Value per share, which is currently $10 per share plus any accrued and unpaid dividends.

4) Conversion Rights. Each share of Series A Convertible Preferred Stock is convertible at the option of the holder into that number of shares of common stock determined by dividing the Stated Value, currently $10 per share, by the conversion price, which at the time of issuance was $928.80 per share, and subsequently adjusted to $691.20 per share.

5) Subsequent Equity Sales. The conversion price is subject to adjustment for dilutive issuances for a period of 12 months beginning upon registration of the common stock underlying the Series A Convertible Preferred Stock. The relevant registration statement became effective on March 17, 2006 and the conversion price was adjusted to $691.20 per share.

6) Automatic Conversion. If the price of the Company’s common stock equals $1,857.60 per share for 20 consecutive trading days, and an average of 116 shares of common stock per day are traded during the 20 trading days, the Company will have the right to deliver a notice to the holders of the Series A Convertible Preferred Stock, requesting the holders to convert any portion of the shares of Series A Convertible Preferred Stock into shares of common stock at the applicable conversion price. As of the date of these financial statements, such conditions have not been met.

As of each of December 31, 2019 and 2018, there were 60,600 shares of Series A Convertible Preferred Stock outstanding.

Series B Convertible Preferred Stock

On June 12, 2018, the Company closed an underwritten public offering for total gross proceeds of $18.0 million. The total related offering costs were approximately $1.8 million. The securities offered by the Company consisted of (i) 1,523,333 shares of common stock, at an offering price of $6.00 per share, (ii) warrants to purchase an aggregate of 3,450,000 shares of common stock, including the over-allotment option for 450,000 option warrants, at an exercise price of $6.60 per share, and (iii) 8,860 shares of Series B Convertible Preferred Stock, with a stated value of $1,000, and convertible into an aggregate of 1,476,667 shares of common stock. The conversion feature of the Series B Convertible Preferred Stock at the time of issuance was determined to be beneficial on commitment date. Because the Series B Convertible Preferred Stock is perpetual with no stated maturity date, and the conversions may occur any time from inception, the Company immediately recorded a one-time, non-cash deemed dividend of $2.8 million related to the beneficial conversion feature arising from the issuance of Series B Convertible Preferred Stock. This one-time, non-cash deemed dividend increased the Company’s net loss attributable to common stockholders and net loss per share. As of December 31, 2019 and 2018, there were no shares of Series B Convertible Preferred Stock outstanding, all of which has been converted to common stock.

The holders of Series B Convertible Preferred Stock are entitled to receive dividends on an as-if-converted-to-Common-Stock basis when, as and if such dividends are paid on shares of the Common Stock. Each share of Series B Convertible Preferred Stock shall entitle the holder to vote on an as-if-converted-to-Common-Stock basis (not exceeding the Beneficial Ownership Limitation). Upon any liquidation, dissolution or winding-up of the Company, the holders of Series B Convertible Preferred Stock are entitled to participate on an as-if-converted-to-Common Stock basis (without giving effect to the Beneficial Ownership Limitation) with holders of the Common Stock in any distribution of assets of the Company. Each share of Series B Convertible Preferred Stock is convertible at the option of the holder into that number of shares of Common Stock determined by dividing the stated value of $1,000 per share, by the conversion price. The conversion price was $6.00 per share.

Series C Convertible Preferred Stock

On January 25, 2019, the Company entered into a Master Services Agreement and a Stock and Warrant Subscription Agreement with PoC, whereby PoC agreed to finance $1.675 million in clinical studies, including the development costs associated with Phase 1b/2 trial of onvansertib in combination with FOLFIRI and Avastin^® in patients with mCRC harboring KRAS mutations in exchange for (i)183,334 shares of common stock, (ii) warrants to purchase an aggregate of 150,000 shares of common stock, with an exercise price of $3.762 per share, expiring on January 25, 2024, and (iii) 200,000 shares of Series C Convertible Preferred Stock, each share of which was convertible into 1.67 shares of common stock. In April of 2019, all 200,000 shares of Series C Convertible Preferred Stock were converted into 333,333 shares of the Company's common stock. As of December 31, 2019, there were no shares of Series C Convertible Preferred Stock outstanding.

The Company evaluated the awards issued under this transaction and determined they should be classified as equity. These equity awards were fully vested and nonforfeitable. Since the equity awards were for clinical trial services yet to be provided, the Company recognized $1.675 million service receivables as contra equity. The Company releases the service receivables as clinical trial services are performed. The conversion feature of the Series C Convertible Preferred Stock at the time of issuance was determined to be beneficial on the commitment date. Because the Series C Convertible Preferred Stock was perpetual with no stated maturity date, and the conversions could occur any time from inception, the Company immediately recorded a non-cash deemed dividend of $0.3 million related to the beneficial conversion feature arising from the issuance of Series C Convertible Preferred Stock. This non-cash deemed dividend increased the Company’s net loss attributable to common stockholders and net loss per share.

The holders of Series C Convertible Preferred Stock were granted the right to vote, on an as-converted to common stock basis (limited to 93.41% of the then as-if converted common stock) on all matters submitted to a vote of holders of the Company’s common stockholders. In the event of liquidation, dissolution or winding-up, holders of Series C Convertible Preferred Stock were entitled to receive the same amount that a holder of the Company’s common stock would receive if the Series C Convertible Preferred Stock were fully converted into shares of the Company’s common stock at the conversion price which amounts shall be paid pari passu with all holders of common stock.