Shareholders' Equity

12 Months Ended

Jan. 28, 2023

Shareholders' Equity [Abstract]

Shareholders' Equity

Note 8. Shareholders’ Equity

The Company classifies repurchased shares as treasury stock on the Company’s Consolidated Balance Sheet. There were no treasury stock repurchases during fiscal 2022 and fiscal 2021.

During fiscal 2022 and fiscal 2021, 16,750 and 9,000 shares were issued to Directors and employees, respectively. During fiscal 2021, 138,418 warrants related to the Subordinated Loan and Security Agreement were exercised for proceeds of $1,384.

On March 18, 2021, the Company closed an underwritten offering of 416,600 shares of common stock of the Company, at a price to the public of $32.50 per share. The gross proceeds of the offering were approximately $13.5 million, prior to deducting underwriting discounts and commissions and estimated offering expenses.

On July 12, 2022, the Company entered into a Securities Purchase Agreement (the “PIPE Purchase Agreement”) with a single institutional investor for a private placement offering (“Private Placement”) of the Company’s common stock (the “Common Stock”) or pre-funded warrants, with each pre-funded warrant exercisable for one share of Common Stock (the “Pre-Funded Warrants”) and warrants exercisable for one share of Common Stock (the “Investor Warrants”). Pursuant to the PIPE Purchase Agreement, the Company issued and sold 1,818,182 shares (the “Shares”) of its Common Stock or Pre-Funded Warrants in lieu thereof together with Investor Warrants to purchase up to 2,457,160 shares of Common Stock. Each share of Common Stock and accompanying Investor Warrant was sold together at a combined offering price of $3.30 per share.

As of January 28, 2023, the Pre-Funded Warrants were exercised in full.

The Investor Warrants have an exercise price of $3.13 per share (subject to adjustment as set forth in the warrant), are exercisable upon issuance and will expire five years from the date of issuance. The Investor Warrants contain standard adjustments to the exercise price including for stock splits, stock dividend, rights offerings and pro rata distributions.

On July 12, 2022, the Company also entered into a Securities Purchase Agreement (the “Registered Purchase Agreement”) with a single institutional investor, pursuant to which the Company agreed to issue and sell 638,978 shares (the “Registered Shares”) of its Common Stock or Pre-Funded Warrants in lieu thereof, with each Pre-Funded Warrant exercisable for one share of Common Stock (the “Offering”).

Net proceeds from the Private Placement and the Offering, after deducting placement agent fees and other estimated offering expenses payable by the Company of $0.9 million, were approximately $7.1 million.  The Company used the net proceeds for working capital and other general corporate purposes.

The following table summarizes information with respect to outstanding warrants to purchase common stock of the Company, all of which were exercisable, as of January 23, 2023:

Exercise		Number
Price		Outstanding
$	0.01		325,126
$	3.13		2,457,160
			2,782,286

The following table summarizes the warrant activity:

	Number of Shares Subject To Warrant			Warrant Exercise Price Range Per Share		Weighted Average Exercise Price
Balance January 30, 2021		143,544		$	0.01	$	0.01
Granted		-		$	-		-
Exercised		(138,418	)	$	0.01		0.01
Balance January 29, 2022		5,126		$	0.01	$	0.01
Granted		5,133,400		$	0.01-$3.30		3.00
Exercised		(2,356,240	)	$	3.13-$3.30		3.26
Balance January 28, 2023		2,782,286		$	0.01-$3.13	$	2.77

No cash dividends were paid in fiscal 2022 and fiscal 2021.