Note 6 - Stockholders' Equity

12 Months Ended

Dec. 31, 2011

Stockholders' Equity Note Disclosure [Text Block]

6. Stockholders’ Equity

In March 2010, the Company issued 1,538,462shares of common stock and warrants to purchase an aggregate of 1,015,385shares of common stock, for an aggregate purchase price of $5,000,002. The placement agent also received warrants to purchase 123,077 shares of common stock. All of these warrants expire on March 2, 2015 and had an initial exercise price of $5.00, subject to adjustment.

In December 2010, the Company issued 1,400,000shares of common stock to a single institutional accredited investor for an aggregate purchase price of $8,386,000. After related fees and expenses, the Company received net proceeds of approximately $7,730,000.

In June 2011, the Company issued 5,872,500 shares of its common stock and warrants to purchase a total of 2,936,250 shares of its common stock for gross proceeds of $23.5 million. The common stock and warrants were sold in units, at a price of $4.00 per unit, with each unit consisting of: (i) one share of common stock; (ii) a warrant to purchase 0.25 of a share of common stock, with an exercise price of $4.50 per share; and (iii) a warrant to purchase 0.25 of a share of common stock, with an exercise price of $5.00 per share. In addition, the placement agent and the financial advisor also collectively received warrants to purchase up to 176,175 shares of common stock. In the event of stock splits, stock dividends, combinations of shares and similar recapitalization transactions, the number of shares issuable and the exercise price associated with all warrants issued in this transaction may be adjusted. At December 31, 2011, all outstanding warrants were exercisable.

Certain warrants issued in June 2011 contain provisions that could require the Company to settle the warrants in cash, and accordingly were originally recorded as a liability in the amount of $2,525,175 determined by the Black-Scholes valuation model with the following assumptions:

Stock price	$	4.45
Exercise price	$	5.00
Term in years		2.50
Volatility		69.36	%
Annual rate of quarterly dividends		-
Discount rate- bond equivalent yield		0.53	%

Immediately after the completion of the June 2011 offering, the exercise prices and the shares exercisable for the warrants issued in March 2007 were adjusted, pursuant to their weighted-average anti-dilution provisions. The following table sets forth the changes in the number of warrants outstanding for the periods presented, followed by a summary of outstanding warrants as of December 31, 2011.

	Number of			Weighted Average			Number of Common Shares
	Warrants			Exercise Price			Exerciseable Into
Outstanding at December  31, 2009		6,956,673		$	3.71			8,641,893
Granted		1,138,462			4.50			1,138,462
Exercise Price Adjustment		-			(0.37	)		274,325
Exercised		(560,473	)		2.14			(598,328	)
Forfeited, Canceled		(3,973	)		1.39			(5,719	)
Outstanding at December  31, 2010		7,530,689			3.71			9,450,633
Granted		3,112,425			4.76			3,112,425
Exercise Price Adjustment		-			(0.70	)		592,341
Exercised		(301,895	)		3.96			(371,206	)
Forfeited, Canceled		(220,000	)		8.09			(220,000	)
Outstanding at December  31, 2011		10,121,219		$	3.76			12,564,193

The following table sets forth the details of the outstanding warrants as of December 31, 2011:

Warrant		Number of		Current		Current Number of Shares
Issuance Date	Expiration Date	Warrants		Exercise Price		Exercisable Into
3/16/2007	3/16/2012		2,265,525	$	5.28		4,445,275
3/16/2007	3/16/2012		267,074		5.54		530,298
2/13/2009	2/12/2016		929,826		1.60		929,826
3/20/2009	3/19/2016		1,921,795		1.60		1,921,795
3/27/2009	3/26/2016		634,189		1.60		634,189
3/2/2010	3/2/2015		935,385		4.00		935,385
6/22/2011	6/22/2012		1,468,125		4.50		1,468,125
6/22/2011	6/22/2016		1,468,125		5.00		1,468,125
6/17/2011	6/17/2015		176,175		5.00		176,175
11/16/2006	2/16/2012		55,000		9.19		55,000
			10,121,219				12,564,193

Equity Incentive Plan

CBLI issued 296,903, 341,509, and 216,532 shares under the Plan for the years ended December 31, 2011, 2010, and 2009, respectively. CBLI issued 11,947, 119,687 and 75,000 shares of common stock outside of the Equity Incentive Plan to various consultants in 2011, 2010 and 2009, respectively. As of December 31, 2011, CBLI had 4,117,979 options outstanding that range in exercise price from $0.66 to $10.00.

The following is a summary of option award activity under the Plan during the year ended December 31, 2011:

	Stock Options			Weighted Average Exercise Price per Share		Weighted Average Remaining Contractual Term (in Years)		Intrinsic Value
Outstanding, December 31, 2010		3,264,440		$	5.10		7.85	$	8,589,582
Exercisable, December 31, 2010		2,907,290			4.94		7.80		7,722,234
Granted		1,459,393			5.81
Exercised		(190,255	)		2.80
Forfeited, Canceled		(415,599	)		7.47
Outstanding, December 31, 2011		4,117,979			5.21		7.77		303,825
Exercisable, December 31, 2011		3,761,879			5.26		7.65		231,517

The weighted-average estimated grant date fair values of stock options granted was $4.04, $2.66, and $1.95 during the years ended December 31, 2011, 2010, and 2009, respectively. The total intrinsic value of options exercised was $818,723, $921,258, and $448,269 for the years ending December 31, 2011, 2010, and 2009, respectively. The total fair value of options vested was $5,381,855, $3,222,417, and $1,848,504 for the years ending December 31, 2011, 2010, and 2009, respectively.

The total compensation cost recognized by CBLI for options was $5,567,343, $1,975,326 and $1,734,043, for the years ended December 31, 2011, 2010 and 2009, respectively.

The following table summarizes the information related to non-vested stock options for the year ended December 31, 2011:

	Number of			Weighted Average Grant Date
	Shares			Fair Value
Nonvested, December 31, 2010		357,150		$	3.46
Granted		1,459,393			4.04
Vested		(1,308,318	)		6.26
Forefeited		(152,125	)		4.50
Nonvested, December 31, 2011		356,100			3.38

As of December 31, 2011, total compensation costs not yet recognized for non-vested stock options was $593,509, with a weighted average period of 2.08 years over which it is expected to be recognized.