Capital Stock | Note 10Capital Stock Authorized Preferred and Common Stock As of December 31, 2016, the Company has 6,000,000 0.001 450,000,000 0.001 229,381,059 Reserved for Strike issuance Price Expiry Shares reserved under outstanding stock options and options available for grant 52,092,463 Rights associated with Employee Stock Purchase Plan 70,122 Warrants to purchase common stock associated with the 2016 Debt Restructuring 5,169,577 $ 0.0994 Aug 1, 2026 Warrants to purchase common stock associated with July 2016 private placement 56,262,571 $ 0.0994 Jul 29, 2023 Warrants to purchase common stock associated with December 2014 private placement 50,189,431 $ 0.1003 Dec 23, 2021 Warrants to purchase common stock associated with December 2014 venture loan and security agreement 2,492,523 $ 0.1003 Dec 23, 2024 Warrants to purchase common stock associated with September 2014 consulting agreement with Danforth Advisors 100,000 $ 0.2500 Sep 8, 2024 Outstanding warrants issued in May 2013, vesting August 2013 14,426,230 $ 0.2745 Aug 9, 2020 Outstanding warrants issued in May 2013, vesting May 2013 20,655,737 $ 0.2745 May 17, 2020 Outstanding warrants issued in June 2012 437,158 $ 0.2745 Jun 29, 2017 Total common shares reserved for issuance at December 31, 2016 201,895,812 Total common shares issued and outstanding at December 31, 2016 229,381,059 Total common shares outstanding and reserved for issuance at December 31, 2016 431,276,871 On May 17, 2013, the Company entered into a Common Stock Purchase Agreement (the “2013 Purchase Agreement”) with various accredited investors (the “2013 Investors”), pursuant to which the Company sold securities to the 2013 Investors in a private placement transaction (the “May 2013 Private Placement”). In the May 2013 Private Placement, the Company sold an aggregate of 43,715,847 0.2745 12,000,000 32,786,885 0.2745 63 37 150,000,000 300,000,000 For its services in this transaction, the placement agent received cash compensation in the amount of approximately $ 780,000 2,295,082 0.2745 In connection with the May 2013 Private Placement, all preferred stockholders converted their shares of Preferred Stock to common stock resulting in the issuance of 39,089,161 14,316,255 2,521,222 In September 2014, the Company issued warrants to financial consultant, Danforth Advisors, to purchase up to 100,000 0.25 24,000 9,000 12,000 On December 23, 2014, the Company entered into the 2014 Purchase Agreement with the 2014 Investors, pursuant to which it sold to the 2014 Investors in the December 2014 Private Placement an aggregate of 50,099,700 0.1003 5.025 50,099,700 0.1003 For services related to this transaction, the placement agent, its legal counsel and the Company’s legal counsel received an aggregate of $ 218,000 89,731 The 2014 Warrants and the 2014 Placement Agent Warrants were recorded as equity at fair value on the date of issuance. On the closing date of the December 2014 Private Placement, the fair value of the 2014 Warrants was $ 5.2 9,000 On July 29, 2016, the Company entered into the 2016 Purchase Agreement with the 2016 Investors, pursuant to which the Company sold to the 2016 Investors in the 2016 Private Placement an aggregate of 56,262,571 0.0994 5.6 56,262,571 0.0994 For services related to this transaction, the Company’s legal counsel received $ 63,000 6.5 July 29, 2016 Risk-free interest rate 1.52 % Expected life 7 years Expected volatility 147.03 % Dividend yield 0 % Registration Rights Agreements In connection with the December 2014 Private Placement, on December 23, 2014, the Company also entered into a Registration Rights Agreement with the 2014 Investors and the placement agent, pursuant to which the Company was required to file a registration statement on Form S-1 within 45 days of December 23, 2014 to cover the resale of (i) the shares of common stock sold to the 2014 Investors and the shares of common stock underlying the 2014 Warrants and (ii) the shares of common stock underlying the 2014 Placement Agent Warrants. The Company filed the registration statement on February 6, 2015, and it was declared effective on March 31, 2015. In connection with the July 2016 Private Placement, on July 29, 2106, the Company also entered into a Registration Rights Agreement with the 2016 Investors, pursuant to which the Company was required to file a registration statement on Form S-1 within 45 days of July 29, 2016 to cover the resale of the shares of common stock sold to the 2016 Investors and the shares of common stock underlying the 2016 Warrants. The Company filed the registration statement on September 12, 2016, and it was declared effective on September 27, 2016. Venture Loan and Security Agreement On December 23, 2014, the Company entered into the Loan Agreement with the Lender under which the Company has borrowed $ 5.0 2,492,523 0.1003 261,000 On August 25, 2016, the Company and The Lender agreed to the 2016 Debt Restructuring, which was effective as of August 1, 2016, pursuant to which the principal payments due from August 2016 through December 2016 were reduced to 33 5,169,577 0.0994 The 2014 Lender Warrants and 2016 Lender Warrants were recorded as equity at fair value on the date of issuance. Fair value of the 2014 Lender Warrants and 2016 Lender Warrants was calculated using the Black-Scholes model. August 1, 2016 Risk-free interest rate 1.78 % Expected life 10 years Expected volatility 138.81 % Dividend yield 0 % The fair value of the 2016 Lender Warrants at issuance was $ 504,000 429,000 456,000 294,000 153,000 579,000 2017 2,304,545 2018 1,920,455 $ 4,225,000 |