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Convertible Preferred Stock
9 Months Ended
Sep. 30, 2015
Equity [Abstract]  
Convertible Preferred Stock

8.

CONVERTIBLE PREFERRED STOCK

Prior to May 4, 2015, Private Tobira’s convertible preferred stock was classified as temporary equity on the accompanying condensed balance sheets. The preferred stock was not redeemable; however, upon certain change in control events that were outside of the Company’s control, including liquidation, sale or transfer of control of the Company, holders of the convertible preferred stock had the right to receive its liquidation preference under the terms of the Company’s certificate of incorporation.

Immediately prior to the Merger, Private Tobira’s convertible notes and accrued interest were converted to 3,532,756 shares of Series B preferred stock. Immediately thereafter, Private Tobira’s Series A and B preferred stock was converted to 3,916,772 shares of Private Tobira common stock at a conversion rate of 1.7742 for Series A preferred stock and a one for one basis for Series B preferred stock. Upon the close of the Merger, all resultant Private Tobira common stock was exchanged for 10,654,460 shares of Regado common stock, as renamed Tobira, at the Exchange Ratio.

The following table summarizes the Company’s convertible preferred stock balances as of September 30, 2015 and December 31, 2014 (in thousands, except share and per share amounts):

 

 

 

September 30,

2015

 

 

December 31,

2014

 

Series A, noncumulative convertible preferred stock, par value $0.0001;

   zero and 1,043,011 shares authorized at September 30, 2015 and December 31,

   2014, respectively; zero and 994,866 shares issued and outstanding at

   September 30, 2015 and December 31, 2014, respectively; liquidation value of

   $0 and $31,000 at September 30, 2015 and December 31, 2014, respectively

 

 

 

 

 

30,908

 

Series B, noncumulative convertible preferred stock, par value $0.0001; zero and

   5,133,477 shares authorized at September 30, 2015 and December 31, 2014,

   respectively; zero and 2,151,722 shares issued and outstanding at September 30,

   2015 and December 31, 2014, respectively; liquidation value of $0 and $54,600

   at September 30, 2015 and December 31, 2014, respectively

 

 

 

 

 

31,074

 

 

Following the completion of the Merger, on May 15, 2015, the holders of Series F convertible preferred stock elected to convert all 10,000 shares of outstanding preferred stock into 222,222 shares of common stock. No remaining convertible preferred stock balances were outstanding as of September 30, 2015.