7. Stockholders' Equity

Authorized Shares

As of December 31, 2017, we had authorized 186,894,620 shares of stock, of which 110,000,000 shares were designated as common stock and 76,894,620 shares were designated as Series A, B, C, D, E, and F preferred stock. All stock had a par value of $0.001 per share.

Upon the closing of the IPO in May 2018, and as of June 30, 2018, we had authorized 210,000,000 shares of stock, of which 200,000,000 shares are designated as common stock and 10,000,000 shares are designated as preferred stock. All stock has a par value of $0.001 per share.

Preferred Stock

A summary of preferred stock and its terms as of December 31, 2017, is as follows:


Series	Shares Authorized		Shares Issued and Outstanding		Carrying Value		Liquidation Preference per Share		8% Dividend per Share		Conversion Price per Share
A		5,375,507		5,375,507	$	5,037	$	1.00	$	0.08	$	6.65
B		8,706,909		8,706,909		15,913		1.84		0.15		9.91
C		14,091,589		13,829,906		14,949		1.07		0.09		7.12
D		5,683,292		5,683,292		6,043		1.07		0.09		7.12
E		15,373,091		15,267,175		39,848		2.62		0.21		15.16
F		27,664,232		27,372,261		37,316		1.37		0.11		9.11

Total		76,894,620		76,235,050	$	119,106

In connection with the IPO in May 2018, the 76,235,050 shares of convertible preferred stock were converted into 12,111,706 shares of common stock, resulting in the reclassification of the related convertible preferred stock of $119.1 million to common stock and APIC. As of June 30, 2018, no preferred stock had been issued.

The dividend per share on the convertible preferred stock was only payable when and if declared by the Board of Directors.

We issued 5,375,507 shares of Preferred Stock, Series A, with an original issue price of $1.00 per share. Each share of Series A Preferred Stock was convertible into 0.1504 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Each share of Series A Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock, and each share of Series A Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

We issued 8,706,909 shares of Preferred Stock, Series B, with an original issue price of $1.84 per share. Each share of Series B Preferred Stock was convertible into 0.1855 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Ownership of Series B Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock. Each share of Series B Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

We issued 13,829,906 shares of Preferred Stock, Series C, with an original issue price of $1.07 per share. Each share of Series C Preferred Stock was convertible into 0.1504 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Each share of Series C Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock, and each share of Series C Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

We issued 5,683,292 shares of Preferred Stock, Series D, with an original issue price of $1.07 per share. Each share of Series D Preferred Stock was convertible into 0.1504 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Each share of Series D Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock, and each share of Series D Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

In March 2014, we raised $39.8 million, net of stock issuance costs, through the issuance of 15,267,175 shares of Series E Preferred Stock, with an original issue price of $2.62 per share. Each share of Series E Preferred Stock was convertible into 0.1728 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Each share of Series E Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock, and each share of Series E Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

In October 2016, we raised $12.3 million, net of stock issuance costs, through the issuance of 9,124,084 shares of Series F Preferred Stock, with an original issue price of $1.37 per share (Tranche 1). In February 2017, we raised $25.0 million, net of stock issuance costs, through the issuance of 18,248,177 shares of Series F Preferred Stock, with an original issue price of $1.37 per share (Tranche 2). Each share of Series F Preferred Stock was convertible into 0.1504 shares of common stock. The conversion price was subject to change for certain subdivisions, combinations of common stock, or other dilutive issuances of common stock. Each share of Series F Preferred Stock entitled the holder to vote on all matters submitted to holders of common stock, and each share of Series F Preferred Stock had the number of votes equal to the number of shares of common stock into which it may have been converted.

Upon a liquidation, dissolution, or winding up of our company, the holders of the Series F Preferred Stock would have been entitled to receive prior and in preference to any distribution of any of our assets to holders of Series A Preferred, Series B Preferred, Series C Preferred, Series D Preferred, Series E Preferred and common stock. If, upon a liquidation, the assets to be distributed to the holders of the Series F Preferred were insufficient to permit the payment to such holders of the full amount payable, then all assets legally available for distribution would have been distributed pro rata to the holders of the Series F Preferred Stock in proportion to the full preferential amounts which each such holder would otherwise have been entitled to receive.

Preferred Stock Warrants

In connection with certain convertible promissory notes we issued during 2011 and 2012 and subsequently paid, we issued 278,506 five-year warrants to purchase Series C preferred shares of stock at an exercise price of $1.07 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $0.34, for a total value of $94, and was fully expensed during the year ended December 31, 2012. As of December 31, 2015, we had a total of 258,880 outstanding warrants. In 2016, a total of 258,880 Series C preferred shares were issued upon exercise of the entire remaining warrants for proceeds of $277.

In connection with the execution of our original credit facility entered into during 2012, we issued 186,916 ten-year warrants to purchase Series C preferred shares of stock at an exercise price of $1.07 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $0.515, for a total value of $96 at the date of issuance and was fully expensed during the year ended December 31, 2012.

In connection with the added borrowings drawn upon the original credit facility in 2013, we issued 74,768 ten-year warrants to purchase Series C preferred shares of stock at an exercise price of $1.07 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $0.525, for a total value of $39 at the date of issuance and was fully expensed during the year ended December 31, 2013.

In connection with the execution of the amended credit facility completed in June 2014, we also issued 76,334 ten-year warrants to purchase Series E preferred shares of stock at an exercise price of $2.62 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $1.11, for a total value of $85 at the date of issuance and was fully expensed during the year ended December 31, 2014.

In connection with the execution of the current credit facility completed in August 2015 (see Note 4), we issued 29,580 ten-year warrants to purchase Series E preferred shares of stock at an exercise price of $2.62 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $1.13, for a total value of $33 at the date of issuance and was fully expensed during the year ended December 31, 2015.

In connection with the execution of the amendment to the current credit facility completed in February 2017 (see Note 4), we issued 29,197 ten-year warrants to purchase Series F preferred shares of stock at an exercise price of $1.37 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $0.13, for a total value of $4 at the date of issuance and was fully expensed during the year ended December 31, 2017.

In connection with the borrowing completed in February 2018 (see Note 4), we issued 233,577 ten-year warrants to purchase Series F preferred shares of stock at an exercise price of $1.37 per share. Based on the Black-Scholes option pricing model, the value of each warrant was determined to be $0.44, for a total value of $103 at the date of issuance and was fully expensed during the three months ended March 31, 2018.

The preferred stock warrants issued in connection with the execution of the original credit facility and its subsequent amendments required re-measurement of the value of the preferred stock warrants each period, with changes in fair value recognized within other expenses on the statements of operations and comprehensive loss. The fair value of the preferred stock warrants was determined using the Black-Scholes option pricing model.

As of May 7, 2018, the date of the closing of our IPO, the following preferred stock warrants issued under the original credit facility and subsequent amendments were outstanding and exercisable:


Dates
Dates				Exercise Price		Warrants Outstanding at May 7, 2018		Initial Value		Fair Value at May 7, 2018
Issuance	Expiration		Series	Exercise Price		Warrants Outstanding at May 7, 2018		Initial Value		Fair Value at May 7, 2018
February 8, 2018		February 8, 2028	F	$	1.37		233,577	$	103	$	320
February 24, 2017		February 24, 2027	F		1.37		29,197		4		40
August 7, 2015		August 7, 2025	E		2.62		29,580		33		41
June 27, 2014		June 27, 2024	E		2.62		76,334		85		174
August 5, 2013		August 5, 2023	C		1.07		74,768		39		80
November 16, 2012		November 16, 2022	C		1.07		186,916		96		200

Total							630,372			$	855

In connection with the closing of the IPO in May 2018, the warrants to purchase shares of preferred stock automatically converted into warrants to purchase shares of common stock, resulting in the reclassification of the related convertible preferred stock warrant liability of $855 to APIC during the three months ended June 30, 2018. Upon the closing of the IPO, the warrants to purchase 630,372 shares of preferred stock at a weighted average exercise price of $1.46 per share became exercisable to purchase 100,558 shares of common stock at weighted average exercise price of $9.38 per share.

As of December 31, 2017, the following preferred stock warrants issued under the original credit facility and subsequent amendments were outstanding and exercisable:


Dates
Dates				Exercise Price		Warrants Outstanding at December 31, 2017		Initial Value		Fair Value at December 31, 2017
Issuance	Expiration		Series	Exercise Price		Warrants Outstanding at December 31, 2017		Initial Value		Fair Value at December 31, 2017
February 24, 2017		February 24, 2027	F	$	1.37		29,197	$	4	$	13
August 7, 2015		August 7, 2025	E		2.62		29,580		33		8
June 27, 2014		June 27, 2024	E		2.62		76,334		85		21
August 5, 2013		August 5, 2023	C		1.07		74,768		39		33
November 16, 2012		November 16, 2022	C		1.07		186,916		96		82

Total							396,795			$	157

The warrants issued on August 7, 2015 to purchase Series E preferred stock are subject to the conversion price of the underlying preferred stock. The warrants to purchase 29,580 shares of Series E preferred stock at $2.62 per share has been adjusted to purchase 56,569 shares of Series F preferred stock at $1.37 per share due to the dilutive issuance of the Series F preferred stock.