STOCKHOLDERS’ DEFICIT

The Company’s authorized capital stock consists of 360 million shares of capital stock, par value $0.0001 per share, of which 350 million shares are designated as common stock and 10 million shares are designated as preferred stock.

Preferred Stock

The Company’s amended and restated certificate of incorporation authorizes the Board to issue preferred stock in one or more classes or one or more series within any class from time to time. Voting powers, designations, preferences, qualifications, limitations, restrictions or other rights will be determined by the Board at that time. There were no shares of preferred stock issued and outstanding as of December 31, 2019 and 2018.

Common Stock

The holders of the Company’s common stock (i) have equal ratable rights to dividends from funds legally available, therefore, when, as and if declared by the Board; (ii) are entitled to share in all the Company’s assets available for distribution to holders of common stock upon liquidation, dissolution or winding up of the Company’s affairs; (iii) do not have preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights; and (iv) are entitled to one non-cumulative vote per share on all matters on which stockholders may vote.

There were 39,477,667 and 26,088,820 shares of common stock outstanding as of December 31, 2019 and 2018, respectively. The Company had reserved shares of common stock for future issuance as follows:



	December 31,
	2019	2018
Outstanding stock options	8,781,615	7,117,002
Warrants to purchase common stock	14,040,452	1,914,316
Shares issuable upon conversion of convertible debt	1,217,008	1,720,224
For possible future issuance under the Omnibus Plan	1,102,739	2,230,057
Total common shares reserved for future issuance	25,141,814	12,981,599

During the year ended December 31, 2019, the Company sold 8,499,340 shares of common stock and issued Short-Term Warrants and Long-Term Warrants to purchase up to 15,120,898 shares of common stock. On December 19, 2019, the Company and each of the purchasers of the April Warrants and Placement Agent Warrants entered into the Exchange Agreements, pursuant to which the Company agreed to issue to the purchasers an aggregate of 5,441,023 shares of Common Stock at a ratio of 1.2 Exchange Shares for each purchaser warrant in exchange for the cancellation and termination of all of the outstanding April Warrants and Placement Agent Warrants. On December 26, 2019, an aggregate of 2,994,762 warrants were exchanged for 3,593,714 shares of the Company’s common stock. See Note 1—Summary of Significant Accounting Policies for further details.

On October 26, 2018, the Company entered into a common stock sales agreement with H.C. Wainwright & Co., LLC and Ladenburg Thalmann & Co. Inc. and filed a prospectus with the SEC relating to such offering. The Company previously filed a Form S-3 that became effective July 13, 2018 that included the registration of $40 million of its shares of common stock in connection with a potential ATM offering. Pursuant to the sales agreement, the Company could issue and sell shares having an aggregate gross sales price of up to $40 million and was required to pay the sales agents commissions of 3.0% of the gross sales price per share sold. During the years ended December 31, 2019 and 2018, the Company sold 705,714 and 17,576 shares under the ATM, respectively, for net proceeds of approximately $1,675,000 and $43,000, respectively. All proceeds were received as of December 31, 2019. The Company voluntarily suspended the ATM facility as of June 24, 2019. Due to suspension of the ATM facility, deferred offering costs of approximately $0.1 million were written off during the year ended December 31, 2019. Effective March 19, 2020, the Company terminated the ATM facility.