Common Stock

6 Months Ended

Jun. 30, 2020

Equity [Abstract]

Common stock

Note 10 - Common Stock

Authorized Shares

The Company had 300.0 million authorized shares of common stock as of June 30, 2020 and December 31, 2019.

The following table summarizes the Company’s remaining authorized shares available for future issuance:

	June 30, 2020
Authorized shares		300,000,000
Common stock outstanding		173,342,000
Options Outstanding		5,375,000
Warrants Outstanding		6,866,000
Reserved for issuance under 2019 Stock and Incentive Plan		9,519,000
Available shares		104,898,000
Average Stock Price:
30 day	$	0.55
60 day	$	0.56
90 day	$	0.55

Shelf Registration

In March 2017, the Company filed a shelf registration statement on Form S-3 (the “Prior Shelf Registration Statement”) with the SEC to register the Company’s common stock, preferred stock, debt securities, warrants and units in an aggregate amount of up to $100.0 million for offerings from time to time, as well as 5.0 million shares of common stock available for sale by selling shareholders. The Prior Shelf Registration Statement was declared effective in April 2017 by the SEC and was terminated in May 2020. In April 2020, the Company filed a shelf registration statement on Form S-3 (the “New Shelf Registration Statement”) with the SEC to register the Company’s common stock, preferred stock, debt securities, warrants and units in an aggregate amount of up to $100.0 million for offerings from time to time, which was declared effective in May 2020. The Company had $95.6 million remaining under the New Shelf Registration Statement as of June 30, 2020. However, the Company’s ability to issue and sell securities under the New Shelf Registration Statement may be limited, based on many factors including, but not limited to, the Company’s stock price and related volatility, the trading volume of the Company’s stock, and the number of remaining authorized shares available for the Company to issue.

ATM Equity Offering Program

Sales Agreement

In February 2020, the Company entered into a Sales Agreement with two agents to implement an ATM equity offering program under which the Company, from time to time and at its sole discretion, may offer and sell shares of its common stock having an aggregate offering price up to $50.0 million to the public through the agents until (i) each agent declines to accept the terms for any reason, (ii) the entire amount of shares has been sold, or (iii) the Company suspends or terminates the Agreement. Subject to the terms and conditions of the Sales Agreement, the agents shall use their commercially reasonable efforts to sell shares from time to time, based upon the Company’s instructions as documented on a purchase notification form. If an agent declines to accept the purchase notification form, the agent must promptly notify the Company and the other agent then has the ability to accept or decline the purchase notification form. The Company has no obligation to sell any shares and may, at any time and at its sole discretion, suspend sales under the Sales Agreement or terminate the Sales Agreement in accordance with its terms. The Company provided the agents with customary indemnification rights, and the agents will be entitled to an aggregate fixed commission of 4.0% of the gross proceeds (2.0% to each agent) to the Company of the shares sold.

The following table summarizes the Company’s sales and related issuance costs incurred under the Sales Agreement as of June 30, 2020:

	Sales Agreement
Total shares of common stock sold		14,310,000
Average price per share	$	0.55
Gross Proceeds	$	7,913,000
Commissions earned by placement agents		(317,000)
Issuance / subsequent recurring fees		(243,000)
Net Proceeds	$	7,353,000

Common Stock Issued for Services

In accordance with the non-employee directors’ service agreement, the Company issued 136,000 and 136,000 shares of common stock valued at $80,000 and $60,000, during the period ended June 30, 2020 and 2019, respectively.