Note 14 - Subsequent Events

3 Months Ended

Mar. 31, 2020

Notes to Financial Statements

Subsequent Events [Text Block]

NOTE 

14—

SUBSEQUENT EVENTS

On

April 14, 2020,

the Company  closed its previously announced underwritten offering of

4,750,000

shares of its common stock and warrants to purchase up to an aggregate of

2,375,000

shares of the its common stock. Each share of common stock was sold together with a warrant to purchase

0.50

of

one

share of common stock at a combined price to the public of

$0.95.

Gross proceeds before underwriting discounts commissions and estimated offering expenses, were approximately

$4.5

million. In addition, Milestone Scientific granted to Maxim Group LLC a

45

-day option to purchase up to an additional

712,500

shares of common stock and/or warrants to purchase up to

356,250

shares of common stock for the purposes of covering any over-allotments, at the public offering price less discounts and commissions, of which Maxim Group LLC partially exercised its option to purchase

200,000

shares of common stock and warrants to purchase up to

335,000

shares of common stock. The over-allotment exercise transaction also closed on

April 14, 2020,

bringing the total gross proceeds of the offering, before underwriting discounts and commissions and estimated offering expenses, to approximately

$4.7

million. The warrants are immediately exercisable at a price of

$1.20

per share of common stock and expire

three

years from the date of issuance. The shares of common stock and the accompanying warrants were purchased together in the offering but were issued separately and were immediately separable upon issuance.

In connection with capital raise on

April 14, 2020,

Maxim’s exercise of its over-allotment option under the Underwriting Agreement, exercised its option to purchase

470,000

shares of common stock, less the Underwriter's discount and commissions and offering expenses, of

$415,244.

The over-allotment exercise transaction also closed on

April 17, 2020.

Since the year ended

April 17, 2020,

the Company issued

38,500

shares of common stock for warrants exercised at  

$1.20

 for proceeds of

$46,200.

In the

first

quarter of

2020,

  and through the reporting date,  the effects of the effects of the COVID-

19

has dramatically reduced our direct marketing capabilities at Hospitals and Medical Centers in the USA and worldwide. Generally, all medical institutions have curtailed introduction of new instruments and procedures. Our marketing staff continue to make telephone contact with possible clients. The challenge of COVID-

19

is expected to continue into the

second

and

third

quarter of this year as the USA and the other countries of the world, begin to slowly restart the normal business operations.    

On

April 21, 2020,

Milestone Scientific Inc., announced that it has validated and integrated the new CathCheck™ feature into the CompuFlo® Epidural System. Using CathCheck™, physicians and nurses can monitor the placement of a catheter to determine the presence or absence of a pulsatile waveform (heartbeat) providing new information that can be used to determine if the catheter is in place or has become dislodged from the epidural space. This can be performed within seconds by measuring the pulsatile waveform within the epidural space. This capability saves time and money and provides better patient care.

The Company’s equity investment joint venture in China is in the process of being restructured  See Note

6.

On

April 29, 2020,

the Board of Directors hereby approves the settlement with United Systems for their outstanding manufacturing costs (

$370,260

) for handpieces supplied to Milestone China in 

2018,

that were billed and shipped by United Systems, and

not

paid by Milestone China, and 

$750,000

billed and shipped to Milestone China for

1,000

STA instruments in

2018.

The transaction will be so that United Systems would sell their Accounts Receivable for Milestone China for the above described handpieces and STA instruments for

$370,260

to Milestone Scientific. Milestone Scientific will pay United Systems the sale price as follows;

$100,000

in cash in

April 2020,

$170,260

in shares of the Corporation’s Common Stock (priced as of the close of business on

April 23, 2020,

$1.59,

as negotiated and agreed by all parties ) and the remaining approximately

$100,000

in cash in

July 2020. 

On

April 29, 2020, 

the Board of Directors authorized Milestone Scientific’s purchase of Milestone China’s

50%

interest in Advanced Cosmetic Systems Inc., for

$900,000,

to be offset by the balance owed by Milestone China to Milestone Scientific, resulting in a

no

cash transaction. Additionally, Milestone China will have the option to repurchase the

50%

interest in Advanced Cosmetic Systems within

one

year from the sale date for

$900,000

in cash.

On

April 29, 2020,

Gian Domenico Trombetta resigned as Chief Executive Officer of Wand Dental Inc. (“Wand Dental”), a wholly-owned subsidiary of Milestone Scientific Inc. (the “Company”), effective

May 1, 2020.

Mr. Trombetta will remain as a member of the Company’s Board of Directors.

On

May 5, 2020,

the Company announced that it has appointed

Jan

Adriaan (Arjan) Haverhals as Chief Executive Officer of Wand Dental. In addition to his responsibilities with Wand Dental, Mr. Haverhals will also be involved in helping drive new sales and marketing initiatives for the Company’s CompuFlo® Epidural Device.