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Subsequent Events
9 Months Ended
Sep. 30, 2020
Subsequent Events [Abstract]  
Subsequent Events

(13) Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through the issuance date of these condensed consolidated financial statements and has not identified any events requiring disclosure, except as noted below.

IPO

On October 1, 2020, the SEC declared the Company’s registration statement on Form S-1, as amended (the “Registration Statement”) effective. On October 6, 2020, the Company closed the IPO, at which time the Company issued 11,040,000 shares of its common stock at a price to the public of $19.00 per share (which number includes 1,440,000 shares of common stock that were issued to the underwriters for the IPO when they exercised in full their overallotment option). Upon the closing of the IPO, all outstanding shares of the Company’s Preferred Stock automatically converted into 30,355,379 shares of common stock. Net proceeds from the IPO, including the exercise in full of the underwriters’ option to purchase additional shares, were $191.1 million, after deducting underwriting discounts and commissions of $14.7 million and expenses of approximately $4.0 million.

 

Subsequent to the closing of the IPO, there were no shares of Preferred Stock outstanding. In connection with the closing of the IPO, the Company filed its Fifth Amended and Restated Certificate of Incorporation, which provides that the Company’s authorized capital stock consists of 150,000,000 shares designated as common stock and 10,000,000 shares designated as preferred stock, all of which have a par value of $0.0001 per share.

 

Conversion of Preferred Stock and Series B Warrant

Upon on the completion of the Company’s IPO on October 6, 2020, all outstanding shares of the Company’s Preferred Stock were converted into shares of common stock using the exchange rate set forth in the Fourth Charter, as amended, which provided that every 8.4335 shares of

 

 

 

Preferred Stock converted into one share of common stock. As a result, no shares of preferred stock are presently outstanding and the Company does not have any present plans to issue any shares of preferred stock.

 

In addition, as described in Note 8, in June 2020, the Company issued a warrant to purchase 2,857,142 shares of its Series B Preferred Stock to its lender, Perceptive Credit Holdings III, LP. Upon completion of the Company’s IPO, this warrant was automatically converted into a warrant exercisable for 338,784 shares of the Company’s common stock.

 

Stock Options

In September 2020, the Company approved the issuance of stock options under the 2020 Plan to Marc A. Cohen, the Company’s Co-Founder, Executive Chairman and (at that time) interim Chief Executive Officer, and Andrew Hirsch, the Company’s President, Director and Chief Executive Officer-elect, representing 1.5% and 3.5%, respectively, of the Company’s fully-diluted shares measured at the time of Company’s IPO (calculated to include the shares sold in the IPO but to exclude the shares reserved for future awards under the 2020 Plan and the 2020 ESPP following the IPO). Upon the IPO, the Company determined that Mr. Cohen’s award was for 725,002 shares and Mr. Hirsch’s award was for 1,691,672 shares. These grants, were approved in September 2020. Upon the effectiveness of the Registration Statement on October 1, 2020, these awards were deemed granted and the exercise price was established at $19.00 per share. These options vest quarterly over four years subject to cliff vesting after six months. Mr. Cohen’s award is subject to full acceleration upon a sale of the Company and Mr. Hirsch’s award is subject to full acceleration upon a sale of the Company and the termination of his employment thereafter pursuant to the terms of his employment agreement, subject to Mr. Hirsch’s execution of an effective release of claims in favor of the Company.

 

In addition to these awards, in September 2020, the Company also approved the grant of 192,681 stock options to the Company’s directors and certain employees. Ultimately, when the Registration Statement was declared effective on October 1, 2020, these awards were deemed granted and the exercise price was established at $19.00 per share. These shares will vest over one- to four-year periods, subject to the recipient maintaining a business relationship with the Company through the applicable vesting date.