Equity Transactions | Note 9 - Equity Transactions On July 11, 2018 the Board of Directors approved an extension of the employment agreement with Dr. Anil Diwan, the Company’s President. Pursuant to the terms of the employment agreement, the Company’s Board of Directors authorized the issuance of 26,250 shares of the Company’s Series A preferred stock to Dr. Anil Diwan. The shares shall be vested in one-third increments on June 30, 2019, June 30, 2020 and June 30, 2021 and are subject to forfeiture. The Company recognized non-cash compensation expense related to the issuance of the Series A preferred stock of $45,654 and $136,962 for the three and nine months ended March 31, 2021. The balance of $45,654 will be recognized as the remaining 4,375 shares vest and service is rendered for the year ended June 30, 2021. On July 8, 2020 the Company entered into an Underwriting Agreement with Kingswood. Pursuant to the terms and conditions of the Underwriting Agreement, the Company agreed to issue and sell 1,369,863 shares of our common stock, par value $0.001 per share (the “Underwritten Shares”), at a price to the public of $7.30 per share. Pursuant to the Underwriting Agreement, the Company also granted the underwriter an option to purchase up to an additional 205,479 shares of common stock (together with the Underwritten Shares, the “Shares”) within 45 days after the date of the Underwriting Agreement to cover over-allotments, if any. The shares were issued pursuant to a prospectus supplement dated July 8, 2020 which was filed with the Securities and Exchange Commission on July 9, 2020 in connection with a takedown from the Company’s shelf registration statement on Form S-3, as amended (File No. 333-237370), which became effective on April 2, 2020 and the base prospectus dated April 2, 2020 contained in that registration statement. The offering was consummated on July 10, 2020, whereby the Company sold 1,369,863 shares of common stock and a fully exercised Underwriters’ overallotment of 205,479 additional shares at the public offering price of $7.30 per share. The net proceeds to the Company from the offering was approximately $10.4 million after placement agent fees and other estimated offering expenses. The Company accounted for the proceeds of the Offering at July 10, 2020 as follows: Gross proceeds $ 11,499,997 Less: offering costs and expenses (1,057,781) Net proceeds from issuance of common stock $ 10,442,216 On July 31, 2020, the Company entered into a Sales Agreement with the Sales Agents, pursuant to which the Company may offer and sell, from time to time, through or to the Sales Agents, shares of common stock having an aggregate offering price of up to $50 million On March 2, 2021, the Company sold 814,242 shares of common stock at an average price of $7.83 per share. The shares were issued pursuant to a prospectus supplement dated December 3, 2020 filed with the Securities and Exchange Commission on December 10, 2020 in connection with the Company’s shelf registration statement on Form S-3, as amended (File No. 333-237370), which became effective on April 2, 2020. The net proceeds to the Company from the offering was approximately $6.1 million after placement agent fees and other estimated offering expenses. The Company accounted for the proceeds of the Offering at July 10, 2020 as follows: Gross proceeds $ 6,374,211 Less: offering costs and expenses (252,730) Net proceeds from issuance of common stock $ 6,121,481 For the three and nine months ended March 31, 2021, the Company’s Board of Directors authorized the issuance of 1,727 and 2,501, respectively fully vested shares of its Series A preferred stock for employee compensation. The Company recorded expense of $25,846 and $38,238, respectively for the three and nine months ended March 31, 2021 related to these issuances. The fair value of the Series A Preferred stock was the following for the dates indicated: Date Shares Value 7/31/2020 129 $ 3,155 8/31/2020 129 2,391 9/30/2020 129 1,898 10/31/2020 129 1,749 11/30/2020 129 1,596 12/31/2020 129 1,603 01/31/2021 129 1,632 02/28/2021 129 2,153 03/01/2021 1,340 19,744 03/31/2021 129 2,317 2,501 $ 38,238 There is currently no market for the shares of Series A preferred stock and they can only be converted into shares of common stock upon a change of control of the Company as more fully described in the Certificate of Designation. The Company, therefore, estimated the fair value of the Series A preferred stock granted to various employees and others on the date of grant. The Series A preferred stock fair value is based on the greater of i) the converted value to common at a ratio of 1:3.5; or ii) the value of the voting rights since the holder would lose the voting rights upon conversion. The conversion of the shares is triggered by a change of control. The common stock price for the nine months ended March 31, 2021 was in the range $2.87 to $9.97. During the nine months ended March 31, 2021, the Scientific Advisory Board was granted in August 2020 fully vested warrants to purchase 572 shares of common stock with an exercise price of $6.86 per share expiring in August 2024 and in November 2020 fully vested warrants to purchase 572 shares of common stock with an exercise price of $4.19 per share expiring in November 2024 and in February 2021 fully vested warrants to purchase 572 shares of common stock with an exercise price of $6.05 per share expiring in February 2025. The fair value of the warrants was $1,750 for the three months ended March 31, 2021 and $4,951 for the nine months ended March 31, 2021 and was recorded as consulting expense. The Company estimated the fair value of the warrants granted to the Scientific Advisory Board on the date of grant using the Black-Scholes Option-Pricing Model with the following weighted-average assumptions: Expected life (year) Expected volatility 91.1-91.5 % Expected annual rate of quarterly dividends 0.00 % Risk-free rate(s) .24-.35 % For the three and nine months ended March 31, 2021, the Company’s Board of Directors authorized the issuance of 6,131 and 18,677, respectively, fully vested shares of its common stock with a restrictive legend for consulting services. The Company recorded expense of $27,000 and $81,000, respectively, for the three and nine months ended March 31, 2021, which was the fair value on the dates of issuance. For the three and nine months ended March 31, 2021, the Company’s Board of Directors authorized the issuance of 3,300 and 9,446, respectively, fully vested shares of its common stock with a restrictive legend for Director Services. The Company recorded an expense of $15,000 and $41,250, respectively, for the three and nine months ended March 31, 2021, which was the fair value on the dates of issuance. For both the three and nine months ended March 31, 2021, the Company’s Board of Directors authorized the issuance of 3,572 of fully vested shares of its common stock for employee compensation. The Company recorded an expense of $15,038 for both the three and nine months ended March 31, 2021 which was the fair value on the date of issuance. |