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Equity
6 Months Ended
Jun. 30, 2019
Equity [Abstract]  
Equity

NOTE 4 - EQUITY:

 

  a. On March 27, 2019, the Company filed with the Secretary of State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a one-for-fifty reverse stock split of its common stock, par value $0.0001 per share, effective as of March 29, 2019. All related share and per share data have been retroactively applied to the financial statements and their related notes for all periods presented.
     
  b.

During the six months ended June 30, 2019, the Company issued a total of 32,034 shares of its common stock in connection with the exercise of 32,034 Pre-Funded Warrants. The Company received aggregate cash proceeds equal to approximately $16 thousand in connection with such exercises. As of June 30, 2019, there are no outstanding Pre-Funded Warrants.

 

  c.

During the six months ended June 30, 2019, 22,617 shares of Series C Convertible Preferred Stock were converted into 27,248 shares of common stock.

 

  d. As of June 30, 2019, the number of preferred shares and the amount each class is convertible into is below:

 

   Number of
Preferred Stock
  

Number of
underlying
Common stock

 
Series B Convertible Preferred Stock   17,303    199,850*
Series C Convertible Preferred Stock   38,806    49,672 
Total        249,522 

 

* Including the shares of common stock the holders of Series B Convertible Preferred Stock are entitled to receive as cumulative dividends at the rate per share of 15% per annum of the stated value for five years, payable in cash or common stock, at the Company’s discretion, but excluding effect of future conversion price adjustment, if any.

 

As of June 30, 2019, the Company has outstanding warrants to purchase an aggregate of 850,152 shares of common stock as follows:

 

   Number of
underlying
Common stock
   Weighted
average
exercise price
 
Series A Warrants   1,102   $8,750.00 
Series B Warrants   2,448   $3,500.00 
Series D Warrants   806,698   $15.19 
April 2019 Underwriter Warrants   34,955   $6.25 
Other warrants   4,949   $11,258.00 
Total Warrants   850,152   $101.62 

 

As of June 30, 2019, the Company had 155,000,000 authorized shares of capital stock, par value $0.0001 per share, of which 150,000,000 are shares of common stock and 5,000,000 are shares of “blank check” preferred stock.

 

On March 21, 2019, the stockholders approved the amendment of its Long Term Incentive Plan which was adopted by our board of directors on February 4, 2019, to increase the total number of shares of common stock issuable under such plan by 500,000 shares.

 

  e. On April 8, 2019, the Company closed an underwritten public offering of 486,957 shares of the Company’s common stock at the offering price to the public of $5.00 per share. The Company received net proceeds of approximately $2 million from the offering, after deducting underwriter discounts and commissions and other fees and expenses payable by the Company. In connection with this public offering, on April 12, 2019, the underwriter partially exercised its over-allotment option and purchased an additional 12,393 shares of our common stock at a price to the public of $5.00 per share. The Company received net proceeds of approximately $47,000 from the exercise of the over-allotment option.

 

In connection with the offering, the Company issued to the underwriter warrants to purchase up to 34,955 shares of common stock, or 7% of the shares sold in the offering, including the shares issued pursuant to the over-allotment option (the “April Underwriter Warrants”). The April Underwriter Warrants are exercisable at any time and from time to time, in whole or in part, following the date of issuance and ending on April 4, 2024, at an exercise price of $6.25 per share (125% of the offering price to the public per share).

 

Upon execution of the underwriting agreement, the respective conversion price of the outstanding shares of Series B Convertible Preferred Stock and Series C Convertible Preferred Stock was reduced to $5.00 pursuant to the anti-dilution adjustment provisions of the Series B Convertible Preferred Stock and of the Series C Convertible Preferred Stock, and the number of shares of common stock issuable upon conversion of the Series B Convertible Preferred Stock and the Series C Convertible Preferred Stock had increased as follows:

 

an aggregate of 133,233 additional shares of common stock issuable upon conversion of the Series B Convertible Preferred Stock, including the payment of the cumulative dividends accrued thereunder in common stock, based on 17,303 shares of Series B Convertible Preferred Stock outstanding as of April 4, 2019; and
an aggregate of 50,708 additional shares of common stock issuable upon conversion of the Series C Convertible Preferred Stock, based on 59,423 shares of Series C Convertible Preferred Stock outstanding as of April 4, 2019.