STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2017

Equity [Abstract]

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

Common Stock

Pursuant to our amended and restated certificate of incorporation, we are authorized to issue 47,000,000 shares of common stock. Holders of our common stock are entitled to dividends as and when declared by the Board of Directors, subject to rights and holders of all classes of stock outstanding having priority rights to dividends. There have been no dividends declared to date. Each share of common stock is entitled to one vote.

On February 22, 2017, we completed the private placement sale of 1,626,898 units at a price of $4.61 per unit to one of our investors. Each unit consists of one share of our common stock and one warrant to purchase one share of our common stock at an exercise price of $8.25 for a period commencing six months and ending 30 months after the closing of the financing. Gross proceeds were $7.5 million. We incurred $29,000 of legal expenses in connection with the financing. The shares were issued pursuant to a registration statement that was declared effective by the SEC in April 2017.

On September 28, 2017, we completed the first of two closings related to the private placement sale of 1,976,919 units at a price of $4.70 per unit to institutional and individual investors. Each unit consists of one share of our common stock and one warrant to purchase one share of our common stock at an exercise price of $4.85 per share for a period commencing six months and ending three years from the date of the first closing of the offering. We also issued to the placement agent in the financing, warrants to purchase an aggregate of 98,846 shares of our common stock at an exercise price of $4.85 per share for a period commencing six months and ending three years from the date of the first closing of the offering. Gross proceeds in the first closing for 1,745,581 units were $8.2 million with net proceeds of $7.5 million after deducting placement agent fees and offering expenses. The second closing, completed on October 2, 2017, was for 231,338 units and gross proceeds of $1.1 million with net proceeds of $1.0 million after deducting placement agent fees and offering expenses. Placement agent warrants issued in the first and second closings were 87,279 and 11,567, respectively.

We have a Form S-3 universal shelf registration statement on file with the SEC. The universal shelf registration statement on Form S-3 permits us to sell, in one or more public offerings, shares of our common stock, shares of preferred stock or debt securities, or any combination of such securities and warrants to purchase securities, for proceeds in an aggregate amount of up to $35.0 million, subject to limitations on the amount of securities we may sell in any twelve month period. As of September 30, 2017, we have raised a total of $11.5 million of gross proceeds from the sale of 2,715,000 shares of our common stock, leaving approximately $23.5 million of securities available for the issuance pursuant to the Form S-3. The Form S-3 will expire in May 2019.

Preferred Stock

Pursuant to our amended and restated certificate of incorporation, we are authorized to issue 3,000,000 shares of preferred stock. The Board of Directors has the authority, without action by our stockholders, to designate and issue shares of preferred stock in one or more series and to fix the rights, preferences, privileges and restrictions thereof. To-date, no preferred shares have been issued.