Stockholders' Equity and Redeemable Convertible Preferred Stock

9 Months Ended

Sep. 30, 2017

Stockholders' Equity Note [Abstract]

Stockholders' Equity and Redeemable Convertible Preferred Stock

Note 8. Stockholders’ Equity and Redeemable Convertible Preferred Stock

Restated Certificate of Incorporation

On March 4, 2016, the Company implemented a Reverse Stock Split with a ratio of 1-for-19. The par value and other terms of the common stock were not affected by the Reverse Stock Split. In addition, the amendment to the Company’s certificate of incorporation that effected the Reverse Stock Split simultaneously reduced the number of authorized shares of Common Stock from 200,000,000 to 100,000,000.

Common Stock

On July 18, 2017, the Company entered into an underwriting agreement with Laidlaw & Company (UK) Ltd. with respect to the issuance and sale of an aggregate of 1,250,000 shares of the Company’s common stock, par value $0.0001 per share, in a firm commitment underwritten public offering which closed on July 24, 2017. Each share was sold for a price of $2.00 for aggregate gross proceeds of $2,500,000, with net proceeds of approximately $2.1 million, after deducting the underwriting discounts and commissions (equivalent to 8% of gross proceeds) and estimated offering expenses. 

Preferred Stock

The Company had designated separate series of its capital stock as of September 30, 2017 and December 31, 2016 as summarized below:

	Number of Shares Issued
	and Outstanding as of
	September 30, 2017		December 31, 2016		Par Value		Conversion Ratio
Series "A"		—		—	$	0.0001	N/A
Series "C"		—		—		0.0001	0.05:1
Series “D"		4,725		4,725		0.0001	0.53:1
Series “D-1"		834		834		0.0001	0.53:1
Series “F-1"		—		—		0.0001	0.05:1
Series “H"		—		—		0.0001	0.53:1
Series “I”		—		—		0.0001	1.05:1
Series “J”		—		—		0.0001	0.05:1
Series “K”		—		—		0.0001	263.16:1

Warrants

A summary of warrant activity for the nine months ended September 30, 2017 is presented below:

	Warrants			Weighted Average Exercise Price		Total Intrinsic Value		Weighted Average Remaining Contractual Life (in years)
Outstanding as of December 31, 2016		1,250,311		$	9.21	$	—		3.91
Expired		(557	)
Outstanding as of September 30, 2017		1,249,754		$	8.98				3.17
Exercisable as of September 30, 2017		1,249,754		$	8.98	$	—		3.17

Stock Options

Also approved by the Company’s stockholders on February 26, 2016 was an amendment to the Company’s 2014 Equity Incentive Plan, which increased the number of shares of common stock authorized to be issued pursuant to the 2014 Plan from 4,161,892 to 8,250,000 prior to effectuation of the 1:19 reverse stock split. As a result of the split, the total share authorization under the plan was reduced to 434,210 shares.

During the second quarter ended June 30, 2017, pursuant to and subject to the available number of shares reserved under the 2014 Plan, the Company issued an aggregate of 15,788 options to purchase common stock of the Company to four of its directors. The aggregate grant date fair value of these options was approximately $12,000. These stock options vest over one year.  

A summary of option activity under the Company’s employee stock option plan for the nine months ended September 30, 2017 is presented below:

	Number of Shares			Weighted Average Exercise Price		Total Intrinsic Value		Weighted Average Remaining Contractual Life (in years)
Outstanding as of December 31, 2016		310,091		$	82.25	$	—		4.1
Employee options granted		15,788			1.02		7,420		4.7
Employee options expired		(176	)		—		—		—
Outstanding as of September 30, 2017		325,703		$	78.24	$	7,697		3.5
Options vested and expected to vest		325,703		$	78.24	$	7,697		3.5
Options vested and exercisable		317,811		$	80.15	$	3,987		3.4

A summary of option activity under the Company’s non-employee stock option plan for the nine months ended September 30, 2017 is presented below:

	Number of Shares		Weighted Average Exercise Price		Total Intrinsic Value		Weighted Average Remaining Contractual Life (in years)
Outstanding as of December 31, 2016		2,893	$	98.07	$	—		4.4
Non-employee options granted		—		—		—		—
Outstanding as of September 30, 2017		2,893	$	98.07	$	—		3.7
Options vested and expected to vest		2,893	$	98.07	$	—		3.7
Options vested and exercisable		2,893	$	98.07	$	—		3.7

Stock-based compensation associated with the amortization of stock option expense was approximately $2,000 and $5,000 for the three months ended September 30, 2017 and 2016, and was approximately $13,000 and $26,000 for the nine months ended September 30, 2017 and 2016, respectively. 

Restricted Stock Units

On March 14, 2017, 35,969 restricted stock units (“RSUs”) were delivered to Anthony Hayes. 23,287 shares of common stock were withheld (at the closing price of the Company's common stock on the NASDAQ Capital Market on March 14, 2017) to satisfy the tax obligation relating to the vesting of the RSUs.

Stock-based Compensation

Stock-based compensation for the three and nine months ended September 30, 2017 and 2016 was comprised of the following ($ in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2017		2016		2017		2016
Employee stock option awards	$	2	$	5	$	13		26
Non-employee restricted stock awards		—		—		—		255
Employee restricted stock units		—		49		—		72
Total compensation expense	$	2	$	54	$	13	$	353

Stock-based compensation was approximately $2,000 and $54,000 for the three months ended September 30, 2017 and 2016, and was approximately $13,000 and $0.4 million for the nine months ended September 30, 2017 and 2016, respectively. Unamortized stock-based compensation expense was immaterial at September 30, 2017.