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Subsequent Events
12 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events

NOTE 11 - SUBSEQUENT EVENTS:

 

Subsequent to December 31, 2020 the Company had several stock transactions as follows (U.S. dollars in thousands, except share data):

 

 

 

  Common Stock     Gross amount    
             
BALANCE as of December 31, 2020   49,264,830            
Issuance of shares to Chinese distributor   1,341,682        900   (a)
ATM sales   12,277,844       5,659   (b)
     February 2021 public offering   33,387,096       20,700   (c)
Series F and Series G warrants exercise   18,381,177       9,469   (d)
Conversion of Series B Convertible Preferred Stock to common shares   3,112,923       -  

 

(e)

 

a. On February 3, 2021, the Company entered into a Distribution Agreement with three China-based partners, pursuant to which the Chinese partners will be responsible for conducting the necessary registration trials for commercial approval of the Company’s products in China, followed by an eight-year exclusive distribution right to sell the Company’s products in China with the term of the agreement continuing on a year-to-year basis unless terminated. Under the Distribution Agreement, the China-based partners will be subject to minimum purchase obligations. The Distribution Agreement may be terminated for cause upon failure to meet minimum purchase obligations, failure to obtain regulatory approvals or for other material breaches.

In addition, and on the same day, the Company entered into an investment transaction with one of the Chinese parties to the Distribution Agreement, , which included (i) a Securities Purchase Agreement, or the SPA, pursuant to which investor agreed to invest $900,000 in exchange for shares of the Company’s common stock at a purchase price of $0.6708 per share.

 

b. Subsequent to year-end, the Company sold an aggregate of 12,277,844 shares of common stock for aggregate gross proceeds of $5,659,000 under the ATM Sales Agreement. In addition, in January 2021 we received $323,000 for shares of common stock sold on December 2020 and recorded to "Receivable for sale of Shares" in current assets of the Consolidated Balance Sheet as of December 31, 2020.

c. On February 3, 2021, the Company entered into an underwriting agreement with A.G.P./Alliance Global Partners, relating to an underwritten public offering (the “Offering”) of 29,032,258 units (“Units”), with each Unit being comprised of one share of the Company’s common stock, par value $0.0001 per share, and one Series G warrant to purchase one-half of one share of Common Stock. The offering price to the public was $0.62 per Unit. The Series G Warrants are immediately exercisable at a price of $0.682 per share, subject to adjustment in certain circumstances, and expire five years from the date of issuance. The Offering closed on February 8, 2021.

The Company granted the Underwriter a 45-day option to purchase up to an additional 4,354,838 Units consisting of 4,354,838 shares of Common Stock and Series G Warrants to purchase 2,177,419 shares of common stock in the Offering, which the Underwriter exercised in full on February 4, 2021.

The Company granted the Underwriter a compensation warrant to purchase up to 1,669,355 shares of Common Stock. The Underwriter Warrants have an exercise price of $0.682 per share and are exercisable immediately and for five years from the date of effectiveness of the registration statement in connection with the Offering.

The net proceeds to the Company from the Offering, after giving effect to the exercise of the Underwriter’s over-allotment option, were approximately $18.9 million, after deducting underwriting discounts and commissions and payment of other estimated expenses associated with the Offering, but excluding the proceeds, if any, from the exercise of Series G Warrants sold in the Offering.

 

 

d. Subsequent to year-end, Series F and Series G warrants to purchase shares of common stock were exercised by investors at an exercise price of $0.495 and $0.682 per share, resulting in the issuance of 18,381,177 shares of common stock for proceeds of approximately $9,469,000.

 

e. On February 3, 2021, 17,303 shares of Series B Convertible Preferred Stock were converted into 3,112,923 shares of common stock.