Stockholders' Equity of Identiv | 9 Months Ended |
Sep. 30, 2014 |
Stockholders Equity [Abstract] | ' |
Stockholders' Equity of Identiv | ' |
4. Stockholders’ Equity of Identiv |
Reverse Stock Split |
As previously stated, on May 22, 2014, the shareholders approved, and the Company filed a certificate of amendment to its Amended and Restated Certificate of Incorporation with the Secretary of the State of Delaware effecting a Reverse Stock Split. The Reverse Stock Split did not change the par value of the Company’s common stock or the Company’s authorized shares of common stock and its authorized shares of preferred stock. Upon the effectiveness of the Reverse Stock Split, the Company’s issued shares of common stock decreased from approximately 80 million to approximately 8 million shares, all with a par value of $0.001. The Company has no outstanding shares of preferred stock. |
Private Placement |
On August 14, 2013, in a private placement, the Company issued 834,847 shares of its common stock at a price of $8.50 per share and warrants to purchase an additional 834,847 share of its common stock at an exercise price of $10.00 per share (the “2013 Private Placement Warrants”) to accredited and other qualified investors (the “Investors”). Aggregate gross consideration was $7.1 million and $0.8 million in issuance costs were recorded in connection with the private placement. The private placement was made pursuant to definitive subscription agreements between the Company and each Investor. The sale was made to Investors in the United States and internationally in reliance upon available exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”) including Section 4(a) (2) thereof and Regulation D and Regulation S thereunder, as well as comparable exemptions under applicable state and foreign securities laws. The Company engaged a placement agent in connection with private placement outside the United States. As compensation at closing, the Company paid $0.6 million in cash and issued 100,000 shares of common stock to the placement agent on the same terms as those sold to Investors in the offering. In addition, the placement agent was issued warrants to purchase 100,000 shares of common stock at an exercise price of $10.00 per share as bonus compensation. The securities were issued to the placement agent in reliance upon available exemptions from the registrations requirements of the Securities Act, including Regulation S thereunder. As agreed, in September 2013 the Company filed a registration statement on Form S-3 (Registration No. 333-19105076) with the SEC to register the resale of the shares of common stock and any shares of common stock issuable upon exercise of the 2013 Private Placement Warrants. |
The 2013 Private Placement Warrants have a term of four years and are exercisable beginning six months following the date of issuance. Any 2013 Private Placement Warrants, or portion thereof, not exercised prior to the expiration date will become void and of no value and such warrants shall be terminated and no longer outstanding. The number of shares issuable upon exercise of the 2013 Private Placement Warrants is subject to adjustment for any stock dividends, stock splits or distributions by the Company, or upon any merger or consolidation or sale of assets of the Company, tender or exchange offer for the Company’s common stock, or a reclassification of the Company’s common stock. The Company calculated the fair value of the 2013 Private Placement Warrants using the Black-Scholes option pricing model using the following assumptions: estimated volatility of 91.57%, risk-free interest rate of 1.08%, no dividend yield, and an expected life of four years. The fair value of the 2013 Private Placement Warrants was determined to be $4.0 million. The 2013 Private Placement warrants are classified as equity in accordance with ASC Topic 505, Equity (“ASC 505”) as the warrants, if exercised, will be settled in shares and are within the control of the Company. During the nine months ended September 30, 2014, the Company issued 58,822 shares of its common stock upon cash exercise and 217,599 shares of common stock upon cashless exercise of 477,375, 2013 Private Placement Warrants. |
Sale of Common Stock |
On September 16, 2014, the Company entered into an underwritten public offering of 2,000,000 shares of its common stock at a public offering price of $15.00 per share and also granted the underwriter a 30-day option to purchase up to an additional 300,000 shares of common stock to cover overallotments, if any (the “Public Offering”). The Public Offering was made pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-195702), filed with the SEC in accordance with the provisions of the Securities Act and declared effective on May 14, 2014, and the prospectus supplement thereto dated September 11, 2014. The Company received net proceeds of approximately $31.6 million from the sale of 2,300,000 shares of common stock in the Public Offering, after deducting the underwriting discount of $2.5 million and estimated offering expenses of $0.4 million. The Company intends to use the net proceeds from the offering for working capital and other general corporate purposes, including the acquisition of, or investment in, companies, technologies, products or assets that complement Identiv’s business. |
On April 16, 2013, the Company entered into a purchase agreement (the “Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“LPC”), pursuant to which the Company was granted the right to sell to LPC up to $20.0 million in shares of the Company’s common stock, subject to certain limitations and conditions set forth in the Purchase Agreement. As consideration for entering into the Purchase Agreement, the Company agreed to issue to LPC 25,180 shares of common stock and was required to issue up to 32,374 additional shares of common stock on a pro rata basis for any additional purchases the Company required LPC to make under the Purchase Agreement over its duration (together the “Commitment Shares”). The Company would not receive any cash proceeds from the issuance of the Commitment Shares. |
Pursuant to the Purchase Agreement, upon the satisfaction of all of the conditions to the Company’s right to commence sales under the Purchase Agreement, LPC initially purchased $2.0 million in shares of common stock at $11.40 per share on April 17, 2013. Thereafter, on any business day and as often as every other business day over the 36-month term of the Purchase Agreement, the Company had the right, from time to time, at its sole discretion and subject to certain conditions to direct LPC to purchase up to 10,000 shares of common stock, up to an aggregate amount of an additional $18.0 million (subject to certain limitations). The purchase price of shares of common stock pursuant to the Purchase Agreement would be based on prevailing market prices of common stock at the time of sale without any fixed discount, and the Company would control the timing and amount of any sales of common stock issued to LPC, but in no event would shares be sold to LPC on a day the common stock closing price was less than $5.00 per share, subject to adjustment. In addition, the Company could direct LPC to purchase additional amounts as accelerated purchases if on the date of a regular purchase the closing sale price of the common stock was not below $7.50 per share. The Company used the net proceeds from this offering for working capital and other general corporate purposes. |
All shares of common stock issued and sold to LPC under the Purchase Agreement were issued pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-195702), filed with the SEC in accordance with the provisions of the Securities Act and declared effective on May 14, 2014, and the prospectus supplement thereto dated May 20, 2014. The Purchase Agreement contained customary representations, warranties and agreements of the Company and LPC, limitations and conditions to completing future sale transactions, indemnification rights and other obligations of the parties. There was no upper limit on the price per share that LPC could be obligated to pay for common stock under the Purchase Agreement. The Company had the right to terminate the Purchase Agreement at any time, at no cost or penalty. |
On April 17, 2013, LPC initially purchased 175,438 shares of common stock at $11.40 per share for a net consideration of $1.5 million after recording $0.5 million in underwriting discounts, legal fees and issuance costs. As stipulated in the Purchase Agreement, the Company issued 28,417 shares of common stock consisting of 25,180 Commitment Shares and 3,237 additional pro-rated shares of common stock as Commitment Shares. Subsequent to the initial purchase, the Company directed LPC to purchase 250,000 shares of common stock from April 17, 2013 through December 31, 2013 for a net consideration of $1.9 million and 496,500 shares of common stock from January 1, 2014 through September 30, 2014 for a net consideration of $4.2 million and issued a total of 9,723 additional pro-rated shares as Commitment Shares. |
On September 9, 2014, the Company provided written notice of termination pursuant to the terms of the Purchase Agreement between the Company and LPC to terminate the Purchase Agreement, other than those sections which survive termination. The termination was effected on September 10, 2014, one business day following delivery of the notice of termination. The Purchase Agreement provided the Company with an option to terminate the agreement for any reason or for no reason by delivering a notice to LPC, and the Company did not incur any early termination penalties in connection with the termination of the Purchase Agreement. Following the termination, LPC will continue to be a security holder of the Company. |
Common Stock Warrants |
In connection with the Company’s entry into a consulting agreement, the Company issued a consultant a warrant to purchase up to 85,000 shares of the Company’s common stock at a per share exercise price of $10.70 (the “Consultant Warrant”). One fourth of the shares under the warrant are exercisable for cash three months from the date the Consultant Warrant was entered into and quarterly thereafter. The Consultant Warrant will expire 5 years after the date of issuance, which is August 13, 2019. In the event of an acquisition of the Company, the Consultant Warrant shall terminate and no longer be exercisable as of the closing of the acquisition. As of September 30, 2014, none of the Consultant Warrants have been exercised. |
In connection with the Company’s entry into a credit agreement with Opus Bank (“Opus”) as discussed in Note 9, Financial Liabilities, the Company issued Opus a warrant to purchase up to 100,000 shares of the Company’s common stock at a per share exercise price of $9.90 (the “Opus Warrant”). The Opus Warrant is immediately exercisable for cash or by net exercise and will expire 5 years after the date of issuance, which is March 31, 2019. The shares issuable upon exercise of the Opus Warrant are to be registered at the request of Opus pursuant to the Registration Rights Agreement, entered into on March 31, 2014 by the Company and Opus. As of September 30, 2014, none of the Opus Warrants have been exercised. |
As consideration for the third amendment of the Loan and Security Agreement dated October 30, 2012 with Hercules Technology Growth Capital, Inc. (“Hercules”) as discussed in Note 9, Financial Liabilities, the Company issued warrants to purchase 99,208 shares of its common stock at an exercise price of $7.10 per share to Hercules on August 7, 2013 (the “Hercules Warrants”). The Hercules Warrants were issued in reliance upon exemptions from the registration requirements under the Securities Act in accordance with Section 4(a)(2) thereof. The term of the Hercules Warrants is five years and contains usual and customary terms. As of September 30, 2014, none of the Hercules Warrants have been exercised. |
The Company issued warrants to purchase 409,763 shares of its common stock at an exercise price of $26.50 per share in a private placement to accredited and other qualified investors in November 2010 (the “2010 Private Placement Warrants”). The 2010 Private Placement Warrants are exercisable beginning on the date of issuance and ending on the fifth anniversary of the date of issuance. During the year ended December 31, 2011, the Company issued 40,594 shares of its common stock upon exercise of certain 2010 Private Placement Warrants. |
As part of the consideration paid by the Company in connection with the acquisition of Hirsch Electronics Corporation (“Hirsch”) on April 30, 2009, the Company issued 473,543 warrants to purchase shares of the Company’s common stock at an exercise price of $30.00, in exchange for the outstanding capital stock of Hirsch. Also, as part of the Hirsch transaction, the Company issued 16,538 warrants to purchase shares of the Company’s common stock in exchange for outstanding Hirsch warrants at exercise prices in the range between $24.20 and $30.30, with a weighted average exercise price of $27.90. All warrants issued in connection with the Hirsch transaction became exercisable for a period of two years on April 30, 2012. These warrants expired unexercised on April 30, 2014. |
Below is the summary of outstanding warrants issued by the Company as of September 30, 2014: |
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Warrant Type | | Warrants Outstanding | | | Weighted Average Exercise Price | | | Issue Date | | Expiration Date | | | | | | | | |
Consultant Warrant | | | 85,000 | | | $ | 10.7 | | | 13-Aug-14 | | 13-Aug-19 | | | | | | | | |
Opus Warrant | | | 100,000 | | | | 9.9 | | | 31-Mar-14 | | 31-Mar-19 | | | | | | | | |
2013 Private Placement Warrant | | | 310,540 | | | | 10 | | | 14-Aug-13 | | 14-Aug-17 | | | | | | | | |
Hercules Warrants | | | 99,208 | | | | 7.1 | | | 7-Aug-13 | | 7-Aug-18 | | | | | | | | |
2010 Private Placement Warrant | | | 369,169 | | | | 26.5 | | | 14-Nov-10 | | 14-Nov-15 | | | | | | | | |
Total | | | 963,917 | | | | | | | | | | | | | | | | | |
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2011 Employee Stock Purchase Plan |
In June 2011, Identiv’s stockholders approved the 2011 Employee Stock Purchase Plan (the “ESPP”). Initially, 200,000 shares of common stock were reserved for issuance over the term of the ESPP, which was ten years. In addition, on the first day of each fiscal year commencing with fiscal year 2012, the aggregate number of shares reserved for issuance under the ESPP was automatically increased by a number equal to the lower of (i) 75,000 shares, (ii) two percent of all shares outstanding at the end of the previous year, or (iii) an amount determined by the Board. Under the ESPP, eligible employees could purchase shares of common stock at 85% of the lesser of the fair market value of the Company’s common stock at the beginning of, or end of the applicable offering period and each offering period lasted for six months. The plan contained an automatic reset feature under which if the fair market value of a share of common stock on any exercise date (except the final scheduled exercise date of any offering period) was lower than the fair market value of a share of common stock on the first trading day of the offering period in progress, then the offering period in progress shall end immediately following the close of trading on such exercise date, and a new offering period shall begin on the next subsequent January 1 or July 1, as applicable, and shall extend for a 24-month period ending on December 31 or June 30, as applicable. As of January 1, 2013 and 2012, respectively, the total shares reserved for issuance under the ESPP were automatically increased by 75,000 shares each in accordance with the terms of the plan. As of September 30, 2014, there are 293,888 shares reserved for future grants under the ESPP. On December 18, 2013, the Compensation Committee of the Board suspended the ESPP effective January 1, 2014. No additional shares will be authorized and no shares will be issued under the ESPP until further notice. |
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Since the ESPP was suspended effective January 1, 2014, there was no stock-based compensation expense resulting from the ESPP included in the condensed consolidated statements of operations for the three and nine months ended September 30, 2014. |
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Inducement Grant |
The Company granted 50,000 restricted stock units (“RSUs”) and options to purchase 300,000 shares of the Company's common stock as an inducement grant to its Chief Executive Officer (“CEO”) in connection with entering into an employment agreement on March 13, 2014 (the “Inducement Grant”). The RSUs were scheduled to vest 25 percent after one year, with the remaining shares vesting over three years in 12 equal quarterly installments. The stock options had an exercise price equal to the closing price of the Company's common stock on The NASDAQ Stock Market on the date of grant, vest 25 percent after one year with the remaining options vesting over three years in 36 equal monthly installments, and had a term of ten years. The Inducement Grant was made outside of the Company's existing equity compensation plans in reliance upon NASDAQ Rule 5635(c)(4). The fair value of stock options and RSUs included in the Inducement Grant was calculated based upon the fair market value of the Company’s stock at the date of grant. |
The Company has now determined that the Inducement Grant may not have fully complied with the requirements of NASDAQ Rule 5635(c)(4). To avoid concerns about the Company’s compliance with this NASDAQ rule, our CEO and the Company have agreed to cancel these awards. To effect this cancellation, the parties entered into an Equity Award Rescission Agreement on September 8, 2014. |
While the Compensation Committee approved the cancellation of the Inducement Grant to avoid concerns about full compliance with the NASDAQ rule, it nevertheless believes that it is appropriate that the Company provide share-based incentives to its CEO in recognition of his past performance and to provide appropriate and reasonable incentives for future performance. Upon the cancellation of the Inducement Grant, the Compensation Committee granted to its CEO on September 8, 2014 an award of 150,000 restricted stock units under the Company’s 2011 Incentive Compensation Plan. In addition, the Compensation Committee approved the grant to its CEO of an additional 150,000 RSUs under the 2011 Incentive Compensation Plan to become effective on January 1, 2015, provided that its CEO remains employed by the Company at that time. Both of these awards will vest in equal quarterly installments over periods of three years measured from their respective grant dates, subject to its CEO’s continued employment. |
Stock-Based Compensation Plans |
The Company has various stock-based compensation plans to attract, motivate, retain and reward employees, directors and consultants by providing its Board or a committee of the Board the discretion to award equity incentives to these persons. The Company’s stock-based compensation plans consist of the Director Option Plan, 1997 Stock Option Plan, 2000 Stock Option Plan, 2007 Stock Option Plan (the “2007 Plan”), the 2010 Bonus and Incentive Plan (the “2010 Plan”) and the 2011 Incentive Compensation Plan (the “2011 Plan”), as amended. |
Stock Bonus and Incentive Plans |
In June 2010, Identiv’s stockholders approved the 2010 Plan, under which cash and equity-based awards may be granted to executive officers, including the CEO, Chief Financial Officer (“CFO”), and other key employees (the “Participants”) of the Company and its subsidiaries and members of the Company’s Board, as designated from time to time by the Compensation Committee of the Board. An aggregate of 300,000 shares of the Company’s common stock was reserved for issuance under the 2010 Plan as equity-based awards, including shares, nonqualified stock options, restricted stock or deferred stock awards. These awards provide the Company´s executives and key employees with the opportunity to earn shares of common stock depending on the extent to which certain performance goals are met. Since the adoption of the 2011 Plan (described below), the Company utilizes shares from the 2010 Plan only for performance-based awards to Participants and all equity awards granted under the 2010 Plan are issued pursuant to the 2011 Plan. |
On June 6, 2011, Identiv’s stockholders approved the 2011 Plan, which is administered by the Compensation Committee of the Board. The 2011 Plan provides that stock options, stock units, restricted shares, and stock appreciation rights may be granted to officers, directors, employees, consultants, and other persons who provide services to the Company or any related entity. The 2011 Plan serves as a successor plan to the Company’s 2007 Plan. The Company reserved 400,000 shares of common stock under the 2011 Plan, plus 459,956 shares of common stock that remained available for delivery under the 2007 Plan and the 2010 Plan as of June 6, 2011. In aggregate, as of June 6, 2011, 859,956 shares were available for future grants under the 2011 Plan, including shares rolled over from 2007 Plan and 2010 Plan. In May 2014, Identiv’s stockholders approved an amendment to the 2011 Plan to increase the number of shares reserved for future issuance by 1.0 million. |
Stock Option Plans |
The Company’s stock option plans are generally time-based and expire seven to ten years from the date of grant. Vesting varies, with some grants vesting 25% each year over four years; some vesting 25% after one year and monthly thereafter over three years; some vesting 100% on the date of grant; some vesting 1/12th per month over one year; some vesting 100% after one year; and some vesting monthly over four years. The Director Option Plan and 1997 Stock Option Plan both expired in March 2007. The 2000 Stock Option Plan expired in December 2010 and as noted above, the 2007 Plan was discontinued in June 2011 in connection with the approval of the 2011 Plan. As a result, options will no longer be granted under any of these plans except the 2011 Plan. |
As of September 30, 2014, an aggregate of 17,330 options were outstanding under the Director Option Plan and 1997 Stock Option Plan, 15,742 options were outstanding under the 2000 Stock Option Plan, 81,788 options were outstanding under the 2007 Plan, and 796,201 options were outstanding under the 2011 Plan. These outstanding options remain exercisable in accordance with the terms of the original grant agreements under the respective plans. |
A summary of activity for the Company’s stock option plans for the nine months ended September 30, 2014 follows: |
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| Number Outstanding | | | Average Exercise Price per Share | | | Weighted Average Remaining Contractual Term (Years) | | | Average Intrinsic Value | | | | | | |
Balance at December 31, 2013 | | 546,498 | | | $ | 14.9 | | | | | | | $ | 49,015 | | | | | | |
Granted | | 459,651 | | | | 9.71 | | | | | | | | | | | | | | |
Cancelled or Expired | | (68,544 | ) | | | 18.1 | | | | | | | | | | | | | | |
Exercised | | (26,544 | ) | | | 10.23 | | | | | | | | | | | | | | |
Balance at September 30, 2014 | | 911,061 | | | $ | 12.18 | | | 7.75 | | | $ | 3,108,693 | | | | | | |
Vested or expected to vest at | | 788,131 | | | $ | 12.66 | | | | 7.5 | | | $ | 2,576,617 | | | | | | |
September 30, 2014 | | | | | |
Exercisable at September 30, | | 303,564 | | | $ | 18.29 | | | 4.78 | | | $ | 460,964 | | | | | | |
2014 | | | | | |
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The following table summarizes information about options outstanding as of September 30, 2014: |
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| | Options Outstanding | | | Options Exercisable | |
Range of Exercise Prices | | Number Outstanding | | | Weighted Average Remaining Contractual Life (Years) | | | Weighted Average Exercise Price | | | Number Exercisable | | | Weighted Average Exercise Price | |
$5.20 - $8.40 | | | 192,601 | | | | 8.74 | | | $ | 6.57 | | | | 50,148 | | | $ | 7.73 | |
$8.41 - $8.80 | | | 266,500 | | | | 9.45 | | | | 8.8 | | | | 583 | | | | 8.8 | |
$8.81 - $12.00 | | | 254,815 | | | | 8.19 | | | | 11.2 | | | | 97,682 | | | | 11.63 | |
$12.01 - $36.90 | | | 182,258 | | | | 4.03 | | | | 22.02 | | | | 140,264 | | | | 24.28 | |
$36.91 - $43.40 | | | 14,887 | | | | 2.32 | | | | 41.49 | | | | 14,887 | | | | 41.49 | |
$5.20 - $43.40 | | | 911,061 | | | | 7.75 | | | | 12.18 | | | | 303,564 | | | | 18.29 | |
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The weighted-average grant date fair value per option for options granted during the three and nine months ended September 30, 2014 was $11.24 and $9.71, respectively. A total of 26,544 options were exercised during the nine months ended September 30, 2014. |
The weighted-average grant date fair value per option for options granted during the three and nine months ended September 30, 2013 was $7.70 and $9.30, respectively. A total of 18 options were exercised during the nine months ended September 30, 2013. |
At September 30, 2014, there was $2.6 million of unrecognized stock-based compensation expense, net of estimated forfeitures related to unvested options, that is expected to be recognized over a weighted-average period of 3.22 years. |
Restricted Stock and Restricted Stock Units |
The following is a summary of equity award activity for restricted stock and RSU activity for the nine months ended September 30, 2014: |
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| Number Outstanding | | | Weighted Average Fair Value | | | Weighted Average Remaining Contractual Term (Years) | | Average Intrinsic Value | | | | | | | | |
Balance at December 31, 2013 | | — | | | $ | — | | | | | $ | — | | | | | | | | |
Granted | | 434,490 | | | | 14.36 | | | | | | | | | | | | | | |
Vested | | (47,305 | ) | | | 8.77 | | | | | | | | | | | | | | |
Forfeited | | — | | | | — | | | | | | | | | | | | | | |
Balance at September 30, 2014 | | 387,185 | | | $ | 15.05 | | | 2.98 | | $ | 5,192,151 | | | | | | | | |
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The fair value of the Company’s restricted stock awards and RSUs is calculated based upon the fair market value of the Company’s stock at the date of grant. As of September 30, 2014, there was $4.1 million of total unrecognized compensation cost related to unvested RSUs granted, which is expected to be recognized over a weighted average period of 2.98 years. As of September 30, 2014, an aggregate of 387,185 RSUs were outstanding under the 2011 Plan. |
Stock-Based Compensation Expense |
The following table illustrates all stock-based compensation expense related to the ESPP, stock options and RSUs included in the condensed consolidated statements of operations for the three and nine months ended September 30, 2014 and 2013 (in thousands): |
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| Three Months Ended | | | Nine Months Ended | | | | | | |
| September 30, | | | September 30, | | | | | | |
| 2014 | | | 2013 | | | 2014 | | | 2013 | | | | | | |
Cost of revenue | $ | 12 | | | $ | 17 | | | $ | 23 | | | $ | 56 | | | | | | |
Research and development | | 55 | | | | 20 | | | | 91 | | | | 85 | | | | | | |
Selling and marketing | | 121 | | | | 117 | | | | 165 | | | | 443 | | | | | | |
General and administrative | | 351 | | | | 99 | | | | 717 | | | | 510 | | | | | | |
Restructuring | | - | | | | 45 | | | | - | | | | 45 | | | | | | |
Total | $ | 539 | | | $ | 298 | | | $ | 996 | | | $ | 1,139 | | | | | | |
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Common Stock Reserved for Future Issuance |
Common stock reserved for future issuance as of September 30, 2014 was as follows: |
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Exercise of outstanding stock options and vesting of RSU's | | | 1,298,246 | | | | | | | | | | | | | | | | | |
ESPP | | | 293,888 | | | | | | | | | | | | | | | | | |
Shares of common stock available for grants under the 2011 Plan | | | 540,842 | | | | | | | | | | | | | | | | | |
Noncontrolling interest in Bluehill AD | | | 126,142 | | | | | | | | | | | | | | | | | |
Warrants to purchase common stock | | | 963,917 | | | | | | | | | | | | | | | | | |
Contingent consideration for idOnDemand | | | 372,856 | | | | | | | | | | | | | | | | | |
Total | | | 3,595,891 | | | | | | | | | | | | | | | | | |
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Net Loss per Common Share Attributable to Identiv Stockholders’ Equity |
Basic and diluted net loss per share is based upon the weighted average number of common shares outstanding during the period. For the three and nine months ended September 30, 2014 and 2013, common stock equivalents consisting of outstanding stock options, RSUs and warrants were excluded from the calculation of diluted loss per share because these securities were anti-dilutive due to the net loss in the respective periods. The total number of common stock equivalents excluded from diluted loss per share relating to these securities was 669,349 common stock equivalents for the nine months ended September 30, 2014, and 447,175 common stock equivalents for the nine months ended September 30, 2013, respectively. |
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Accumulated Other Comprehensive Income |
Accumulated other comprehensive income (“AOCI”) at December 31, 2013 and September 30, 2014 consists of foreign currency translation adjustments of $1.2 million and $1.6 million, respectively. There were no reclassifications out of AOCI for the three and nine month period ended September 30, 2014. The reclassifications out of AOCI for the three and nine month period ended September 30, 2013 were immaterial and have been included within results of discontinued operations in the Company’s condensed consolidated statements of operations. |