Stockholders' Equity | 13. Stockholders’ Equity The following table presents the changes in stockholders’ equity for the six months ended June 30, 2020: (In thousands, except share data) Common Stock $0.0001 Par Value Additional Paid-In Capital Accumulated Other Comprehensive Income / (Loss) Accumulated Deficit Total Stockholders’ Equity Shares Amount Balance as of December 31, 2019 27,140,484 $ 3 $ 527,067 $ — $ (495,470 ) $ 31,600 Stock purchase under ESPP 12,601 — — — — — Stock-based compensation expense — — 1,829 — — 1,829 Proceeds from direct offering, net of $93 offering expenses 3,036,719 — 24,201 — — 24,201 Proceeds from pre-funded common stock warrant from direct offering, net of $41 offering expenses — — 10,665 — — 10,665 Deemed dividend from repricing Series 1 and 2 warrants — — 3,906 — — 3,906 Repricing Series 1 and 2 warrants — — (3,906 ) — — (3,906 ) Proceeds from exercise of stock options 51,034 — 338 — — 338 Unrealized gains on short-term investments — — — 48 — 48 Employee withholdings ESPP — — 64 — — 64 Net loss — — — — (15,236 ) (15,236 ) Balance as of March 31, 2020 30,240,838 $ 3 $ 564,164 $ 48 $ (510,706 ) $ 53,509 Stock-based compensation expense — — 2,130 — — 2,130 Issuance of common stock in exchange for pre-funded warrants 280,332 — — — — — Exercise Series 1 and Series 2 warrants 1,512,229 — — — — — Proceeds from direct offering, net of $7,099 offering expenses 6,388,889 1 107,900 — — 107,901 Proceeds from exercise of stock options 90,456 — 1,015 — — 1,015 Unrealized gains on short-term investments — — — 69 — 69 Employee withholdings ESPP — — 85 — — 85 Net loss — — — — (17,062 ) (17,062 ) Balance as of June 30, 2020 38,512,744 $ 4 $ 675,294 $ 117 $ (527,768 ) $ 147,647 The following table presents the changes in stockholders’ equity for the three months ended June 30 , 201 9 : (In thousands, except share data) Common Stock $0.0001 Par Value Additional Paid-In Capital Accumulated Other Comprehensive Income / (Loss) Accumulated Deficit Total Stockholders’ Equity Shares Amount Balance as of December 31, 2018 24,835,951 $ 2 $ 492,493 $ (25 ) $ (439,423 ) $ 53,047 Stock purchase under ESPP 23,970 — — — — — Proceeds from 'at-the-market' offering, net of $34 offering expenses 140,819 — 830 — — 830 Stock-based compensation expense — — 1,592 — — 1,592 Proceeds from direct offering, net of $1,571 in common stock warrants, $78 offering expenses 2,095,039 1 10,921 — — 10,922 Proceeds from pre-funded common stock warrant from direct offering, net of $1,875 in common stock warrants, $93 offering expenses — — 13,032 — — 13,032 Issuance of common stock warrant with direct offering — — 3,446 — — 3,446 Unrealized gains on short-term investments — — 33 — 33 Employee withholdings ESPP — — 26 — — 26 Net loss — — — — (14,302 ) (14,302 ) Balance as of March 31, 2019 27,095,779 $ 3 $ 522,340 $ 8 $ (453,725 ) $ 68,626 Stock-based compensation expense — — 1,338 — — 1,338 Offering expenses associated with direct offering — — (20 ) — — (20 ) Unrealized gains on short-term investments — — — 50 — 50 Employee withholdings ESPP — — 46 — — 46 Proceeds from exercise stock options 22,167 — 151 — — 151 Net loss — — — — (14,916 ) (14,916 ) Balance as of June 30, 2019 27,117,946 $ 3 $ 523,855 $ 58 $ (468,641 ) $ 55,275 In April 2017, the Company entered into a sales agreement with Cowen and Company, LLC (“Cowen”) under which the Company may issue and sell shares of our common stock having aggregate sales proceeds of up to $50.0 million from time to time through Cowen, acting as agent, in a series of one or more at-the-market (the “2017 ATM Program”) equity offerings. Cowen is not required to sell any specific amount, but acts as our sales agent using commercially reasonable efforts consistent with its normal trading and sales practices. The Company pays Cowen up to 3% of the gross proceeds from any common stock sold through this sales agreement. In the first quarter of 2019, the Company sold 140,819 shares of common stock under the 2017 ATM Program for net proceeds of $0.8 million. In August 2019, the Company entered into a new sales agreement with Cowen under which the Company may issue and sell shares of its common stock having aggregate sales proceeds of up to $50.0 million from time to time through Cowen, acting as agent, in a series of one or more ATM equity offerings (the “2019 ATM Program”). Cowen is not required to sell any specific amount, but acts as the Company’s sales agent using commercially reasonable efforts consistent with its normal trading and sales practices. Shares sold pursuant to the sales agreement will be sold pursuant to a shelf registration statement on Form S-3 (Registration No. 333-233564), which was declared effective on September 10, 2019. The Company’s common stock will be sold at prevailing market prices at the time of the sale; and as a result, prices may vary. In the first quarter of 2020, and through June 30, 2020, the Company sold no additional shares of common stock under the ATM program. In March 2019, the Company issued 2,095,039 shares of its common stock and pre-funded warrants to purchase 2,500,000 shares of common stock to certain investors in a registered direct offering. The pre-funded warrants are exercisable immediately upon issuance at an exercise price of $0.0001 per share and have a term of 20 years. The Company sold the shares of common stock and pre-funded warrants together with two series of warrants, Series 1 Warrants and Series 2 Warrants, to purchase an aggregate of 4,595,039 shares of the Company’s common stock (collectively, the “Series Warrants”). The offering price for the securities was $6.00 per share (or $5.9999 for each Pre-Funded Warrant). The aggregate gross proceeds to the Company from this offering were $ 27.6 million, excluding any proceeds the Company may receive upon exercise of the p re- f unded w arrants and Series Warrants and offering costs of $ 0.2 million . No underwriter or placement agent participated in the offering. The Series Warrants are immediately exercisable. Each Series 1 Warrant has an initial exercise price of $12.00 per share of common stock and each Series 2 Warrant has an initial exercise price of $18.00 per share of common stock, in each case subject to certain adjustments. The Series Warrants expire on the earlier of (i) 90 days following the Company’s confirmation to holders of the Company’s release of positive data confirming the achievement of the specified primary endpoint of overall survival benefit in the E2112 clinical trial in breast cancer patients, or (ii) December 31, 2020. If, prior to the expiration date of the Series Warrant, the Company sells additional capital stock or derivative securities convertible into or exercisable for capital stock, as defined, in one or more related transactions primarily for the purpose of raising capital at a Weighted-Average Price (as described below) below $12.00 per share, then the initial exercise price of the Series Warrants will be automatically reset upon exercise to an exercise price (the “Adjusted Exercise Price”) that is the midpoint between the initial exercise price and the lowest Weighted-Average Price per share at which the Company sells capital stock or derivative securities convertible into or exercisable for capital stock in a subsequent offering prior to the exercise date; provided, however, that the Adjusted Exercise Price will not be reduced below $6.00 per share. The Weighted-Average Price shall be calculated as the weighted-average common stock equivalent price of the equity securities sold in such transaction(s) (excluding any derivative securities with an exercise or conversion price that is above the closing sale price as of the time of pricing such offering(s)). In no event will the exercise price for the Series Warrants be adjusted more than once pursuant to this adjustment mechanism. The Pre-Funded Warrants and the Series Warrants may not be exercised by the holder to the extent that the holder, together with its affiliates, would beneficially own, after such exercise more than 9.99% of the shares of the Company’s common stock then outstanding (subject to the right of the holder to increase or decrease such beneficial ownership limitation upon notice to the Company, provided that such limitation cannot exceed 19.99%) and provided that any increase in the beneficial ownership limitation shall not be effective until 61 days after such notice is delivered. The Series Warrants were classified as a component of permanent equity and were recorded at the issuance date using a relative fair value allocation method. The Series Warrants are equity classified because they are freestanding financial instruments that are legally detachable and separately exercisable from the equity instruments, are immediately exercisable, do not embody an obligation for the Company to repurchase its shares, and permit the holders to receive a fixed number of shares of common stock upon exercise. In addition, such warrants do not provide any guarantee of value or return . In January 2020, the Company sold 3,036,719 shares of common stock, and pre-funded warrants to purchase 1,338,287 shares of common stock. The offering price for the securities was $8.00 per share of common stock or $7.9999 for each pre-funded warrant. As a result of this offering, the exercise price of Series 1 Warrants and Series 2 Warrants outstanding reset from $12.00 per share to $10.00 per share and from $18.00 per share to $13.00, respectively. The Company recorded $3.9 million as a deemed dividend which represents the value transferred to the warrant holders due to the Series Warrant adjustment mechanism being triggered. The deemed dividend was recorded as both an increase and a decrease in Additional Paid-in-Capital and reduced net income available to common stockholders by the same amount. The key inputs to the valuation model included the weighted average volatility of 96.74% and the weighted average expected term of 0.4 years. In May 2020, the Company sold 6,388,889 shares of common stock. The offering price for the securities was $18.00 per share of common stock. The aggregate proceeds to the Company, net of offering cost, were $107.9 million. In May 2020, a holder of pre-funded warrants exchanged 280,335 warrants for 280,332 shares of common stock in a cashless exercise. Additionally, in May 2020, holders of Series 1 and Series 2 warrants, exercised 3,489,131 warrants and received 1,512,229 shares of common stock in a cashless exercise. Company has reserved for future issuance the following shares of common stock related to the potential warrant exercise, exercise of stock options, and the employee stock purchase plan: June 30, 2020 Common stock issuable under pre-funded warrants 5,557,952 Series 1 and 2 warrants 1,105,908 Options to purchase common stock 714,953 Employee Stock Purchase Plan 1,094,393 |