7. Stockholders' Equity (Deficiency) | 12 Months Ended |
Dec. 31, 2013 |
STOCKHOLDERS' DEFICIT | ' |
Stockholders' Equity (Deficiency) | ' |
Common Stock: |
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During July 2006, the Company issued 510,503 shares of Common Stock to its founders for proceeds of $4,000 or $0.008 per share. |
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In accordance with the Shiva Contribution Agreement (see Note 9), during August 2006, the Company issued 800,000 shares of Series B Common Stock, 50,000 shares of Series C Common Stock, 50,000 shares of Series D Common Stock, 50,000 shares of Series E Common Stock and 50,000 shares of Series F Common Stock to Shiva Biomedical, LLC at $0.008 per share. These shares of Series B-F Common Stock were subsequently surrendered by Shiva in exchange for Common Stock in October 2009, as described below, and were eliminated from the Company’s certificate of incorporation pursuant to an amendment effected in connection with such exchange. During 2006, the Company recorded $1,000 in deferred stock issuances for these shares of Series B-F Common Stock which were issued but were held in escrow until achievement of certain future clinical milestones (see Note 9). |
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During November 2006, the Company issued 53,743 shares of Common Stock to an employee in connection with an employment agreement for proceeds of $421 or $0.008 per share which vested equally over a three year period. In connection with this stock issuance, the Company recorded compensation expense at $1.72 per share for a total of $92,649. During January and March 2007, the Company issued 27,056 shares of Common Stock to employees in connection with employment agreements for proceeds of $212 or $0.008 per share which vested equally over a three year period. In connection with this stock issuance, the Company recorded compensation expense at $1.72 per share for a total $46,641. During March 2007, the Company issued 193,936 shares of Non-Voting Subordinated Class A Common Stock to technology finders for proceeds of $194 or $0.008 per share which vested equally over a three year period. In connection with this stock issuance, the Company recorded compensation expense at $1.72 per share for a total of $42,666. In accordance with the NDP License Agreement (see Note 9), during January 2008, the Company issued 39,980 shares of Common Stock to ND Partners LLC at $8.23 per share. During 2008, the Company recorded $328,948 in research and development expense in connection with this issuance. In addition, under the NDP License Agreement, the Company issued an additional 15,992 shares of Common Stock which are being held in escrow pending the achievement of certain regulatory and sales-based milestones. During 2008, the Company recorded $125 in deferred stock issuances for this common stock which was issued but is being held in escrow (see Note 9). |
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During May 2008, the Company issued 939 shares of Common Stock to a consultant in lieu of payment for consulting services at $8.23 per share. During 2008, the Company recorded $7,721 in research and development expense in connection with this issuance. |
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During July 2009, the Company issued 639 shares of Common Stock to a consultant as partial payment for consulting services at $32.05 per share. During 2009, the Company recorded $20,450 in research and development expense in connection with this issuance. |
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Pursuant to an amendment to the Shiva Contribution Agreement, dated as of October 6, 2009, and a corresponding common stock exchange and stockholder agreement of the same date (the “Exchange Agreement”), during October 2009, the Company issued 98,739 shares of Common Stock to Shiva Biomedical, LLC at $32.05 per share in exchange for the surrender by Shiva of all rights to the Series B-F Common Stock. During 2009, the Company recorded $3,164,502 in research and development expense in connection with the issuance (see Note 9). |
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During October 2009, the Company issued 28,156 shares of Common Stock to ND Partners LLC at $32.05 per share in accordance with the NDP License Agreement as a result of anti-dilution adjustments in connection with the issuance of shares to Shiva Biomedical, LLC under the Exchange Agreement. During 2009, the Company recorded $902,344 in connection with the issuance (see Note 9). |
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During October 2009, the Company issued 11,263 shares of Common Stock into escrow for the benefit of ND Partners LLC at $32.05 per share in accordance with the NDP License Agreement as a result of anti-dilution adjustments in connection with the issuance of shares to Shiva Biomedical, LLC under the Exchange Agreement (see Note 9). |
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During February 2010, the Company issued 4,059 shares of Common Stock to a consultant as payment for consulting services at $32.05 per share. During 2010, the Company recorded $130,091 in general and administrative expense in connection with this issuance. |
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During February 2010, the Company issued 24,750 shares of Common Stock to technology finders as a result of the conversion of Non-Voting Subordinated Class A Common Stock to Common Stock. |
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During March 2010, the Company issued a total of 5,914,431 shares of Common Stock to the holders of its convertible notes as a result of the conversion of such notes into Common Stock in conjunction with the IPO. |
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During March 2010, the Company issued a total of 828,024 shares of Common Stock to Shiva Biomedical, LLC and ND Partners LLC at $3.125 per share, as a result of anti-dilution adjustments pursuant to their respective agreements, of which 145,543 shares are being held in escrow for ND Partners LLC pending the achievement of certain regulatory and sales-based milestones. The anti-dilution provisions under these agreements were terminated upon the completion of the Company’s IPO in March 2010 (see Note 9). |
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During March 2010, the Company issued 3,850,000 shares of Common Stock in connection with the Company’s IPO at a per share price of $3.125. |
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During the year ended December 31, 2013, 9% senior convertible notes in the aggregate principal amount of $924,000 were converted at a conversion price of $0.35 per share resulting in the issuance of an aggregate 2,640,000 shares of the Company’s common stock. |
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During the year ended December 31, 2013, the Series A non-voting convertible preferred stock was converted into 761,429 shares of the Company’s common stock. |
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During the year ended December 31, 2013, warrants to purchase 150,000 shares of the Company’s common stock were exercised resulting in gross proceeds of $60,000 to the Company. |
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During the year ended December 31, 2013, warrants to purchase 890,413 shares of the Company’s common stock were exercised on a cashless basis resulting in the issuance of 527,754 shares of common stock. |
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During the year ended December 31, 2013, a portion of 8% senior convertible note in the principal amount of $750,000 was converted into common shares and interest in the aggregate amount of $36,313 which was paid in common shares resulting in the issuance of an aggregate 1,009,238 shares of the Company’s common stock. |
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In December 2013, 10,000 shares of the Series C-1 preferred stock were converted into 100,000 shares of the Company’s common stock. |
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Preferred Stock |
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On October 22, 2013, the Company sold to existing institutional investors 150,000 shares of Series C-1 preferred stock and 150,000 shares of Series C-2 preferred stock, together with warrants to purchase up to an aggregate of 1,500,000 shares of common stock, for aggregate gross proceeds of $3,000,000. As a condition to the closing, the Company simultaneously exchanged a convertible note held by one of the investors in the principal amount of $400,000 for 57,400 shares of Series D preferred stock and exchanged another convertible note held by the same investor in the principal amount of $750,000 for 53,537 shares of Series E preferred stock. The Company also issued 1,677 shares of Series E preferred stock to the other investor in the offering. |
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The Series C-1 preferred stock and Series C-2 preferred stock have identical rights, privileges and terms and are referred to collectively as the “Series C Stock.” Each share of Series C Stock is convertible into 10 shares of common stock at any time at the holder’s option at a conversion price of $1.00 per share. However, the holder will be prohibited from converting Series C Stock into shares of common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. In the event of the Company’s liquidation, dissolution, or winding up, holders of the Series C Stock will receive a payment equal to $10.00 per share of Series C Stock, subject to adjustment, before any proceeds are distributed to the holders of common stock. Shares of the Series C Stock will not be entitled to receive any dividends, unless and until specifically declared by the Company’s board of directors. |
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Due to the existence of downround provisions, both the conversion features of the Series C Stock and the associated warrants are liability classified and are valued using a Monte Carlo model. On the issuance date, the estimated value of the conversion features and warrants was $1,953,965 and $915,058, respectively, and the fair value of the preferred stock, including additional paid in capital, net of issuance cost was $57,855. |
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Each share of Series D preferred stock is convertible into 20 shares of common stock (subject to adjustment) at a per share price of $0.35 at any time at the option of the holder, except that a holder will be prohibited from converting shares of Series D preferred stock into shares of common stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. In the event of the Company’s liquidation, dissolution or winding up, holders of Series D preferred stock will receive a payment equal to $7.00 per share of Series D preferred stock on parity with the payment of the liquidation preference due the Series E preferred stock, but before any proceeds are distributed to the holders of common stock, Series B preferred stock, the Series C-1 preferred stock and the Series C-2 preferred stock. Shares of Series D preferred stock will receive a dividend of 9% per annum and are entitled to receive dividends on shares of the Series D preferred stock equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends (other than dividends in the form of common stock) actually paid on shares of the common stock when, as and if such dividends (other than dividends in the form of common stock) are paid on shares of the common stock. |
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The issuance of the Series D Preferred stock in exchange for the extinguishment of $400,000 of convertible debt and $1,800 of interest resulted in a loss on extinguishment of $930,708. |
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Each share of Series E preferred stock is convertible into 20 shares of the Company’s common stock (subject to adjustment) at a per share price of $0.82 at any time at the option of the holder, except that a holder will be prohibited from converting shares of Series E preferred stock into shares of common stock if, as a result of such conversion, such holder, together with its affiliates, would beneficially own more than 9.99% of the total number of shares of the Company’s common stock then issued and outstanding. In the event of the Company’s liquidation, dissolution or winding up, holders of Series E preferred stock will receive a payment equal to $16.40 per share of Series E preferred stock on parity with the payment of the liquidation preference due the Series D preferred stock, but before any proceeds are distributed to the holders of common stock, Series B preferred stock, the Series C-1 preferred stock and the Series C-2 preferred stock. Shares of Series E preferred stock will receive a dividend of 8% per annum and are entitled to receive dividends on shares of the Series E preferred stock equal (on an as-if-converted-to-common-stock basis) to and in the same form as dividends (other than dividends in the form of common stock) actually paid on shares of the common stock when, as and if such dividends (other than dividends in the form of common stock) are paid on shares of the common stock. |
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In the event the Company issues any options, convertible securities or rights to purchase stock or other securities pro rata to the holders of common stock, then the holder of Series E Preferred Stock will be entitled to acquire, upon the same terms a pro rata amount of such stock or securities as if the Series E Preferred Stock had been converted to common stock. |
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The issuance of the Series E preferred stock in exchange for the extinguishment of convertible debt with a carrying value of $801,231 and $3,000 of accrued interest resulted in a loss on extinguishment of $495,326. |
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The Series C-1 preferred stock, Series C-2 preferred stock, Series D preferred stock and Series E preferred stock all contain a prohibition on its respective conversion (in the case of the Series C-1 and Series C-2, in the aggregate for both series) if, as a result of such conversion, the Company would have issued in each case shares of its common stock in an aggregate amount equal to 3,190,221 shares, which is 20% of the shares of common stock outstanding on October 17, 2013, unless the Company receives the approval of its stockholders for such overage. On February 28, 2014, the shareholders approved the issuance of such overage. |
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The Company used a Monte Carlo model to separately value the Series C-1, C-2, D and E preferred stock, the conversion options associated with the those preferred stock instruments and the warrants issued in connection with the Series C-1 and C-2 preferred stock. A summary of the key assumptions used in the Monte Carlo models are as follows: |
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Stock price – Due to the historical volatility of the stock price, a 30-day volume-weighted average stock price was used as of each valuation date. |
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Conversion/redemption strike price – These assumptions incorporate both the initial contractual conversion price as well as subsequent downward adjustments based on management’s estimate of the probabilities of additional future financings that would include a stock price or conversion price that is lower than the then existing conversion price. |
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Volatility – The Company used a weighted average of 1) the historical volatility of the stock of CorMedix for approximately three-years, 2) the volatility of the stock of CorMedix after receiving product approval and 3) the volatilities of comparable companies (provided by the management) from the date product approval is received to the various valuation dates. Then, appropriate weights were applied to these data points to arrive at the weighted average historical volatility. The concluded volatility is assumed to remain constant for all the valuation dates. |
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Term – Although the preferred Series C, D and E instruments do not have a specified contracted life, the Company has assumed a five year life from the date of inception for the purpose of the valuations, indicating that these instruments would expire in October 2018 at which point the holder would convert the investments into equity. |
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Risk-free Rate – The US Treasury Bond Rate with a term approximating the term of the instrument was used as the risk-free interest rate in the valuation. |
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Credit adjusted discount rate – Management believes that its debt, if rated, would be equivalent to Moody’s C rated bonds or lower. |
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Dividend rate - Management does not expect to pay any dividends during the term of the hybrid instrument. |
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On July 30, 2013, the Company sold 454,546 shares of its Series B non-voting convertible preferred stock and a warrant to purchase up to 227,273 shares of the Company’s common stock, for gross proceeds of $500,000. The Series B shares and the warrant were sold together at a price of $1.10 per share for each share of Series B stock. Each share of Series B stock is convertible into one share of the Company’s common stock at any time at the holder’s option. However, the holder will be prohibited from converting Series B stock into shares of common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 3.99% of the total number of shares of the Company’s common stock then issued and outstanding. |
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The warrant is exercisable immediately upon issuance and has an exercise price of $1.50 per share and a term of five years. However, the holder will be prohibited from exercising the warrant if, as a result of such exercise, the holder, together with its affiliates, would own more than 3.99% of the total number of shares of the Company’s common stock then issued and outstanding. |
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Because the Series B non-voting preferred stock is immediately convertible at the option of the holder, we recorded a deemed dividend of $53,246 from the beneficial conversion feature associated with the issuance of the Series B non-voting convertible preferred stock and the warrant during the quarter ended September 30, 2013. |
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On February 19, 2013, the Company sold 761,429 shares of its Series A non-voting convertible preferred stock and a warrant to purchase up to 400,000 shares of the Company’s common stock for gross proceeds of $533,000. The Series A shares and the warrant were sold together at a price of $0.70 per share for each share of Series A stock. Each share of Series A stock was convertible into one share of the Company’s common stock at any time at the holder’s option. However, the holder would be prohibited from converting Series A stock into shares of common stock if, as a result of such conversion, the holder, together with its affiliates, would own more than 3.99% of the total number of shares of the Company’s common stock then issued and outstanding. |
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The warrant is exercisable immediately upon issuance and has an exercise price of $1.50 per share and a term of five years. However, the holder will be prohibited from exercising the warrant if, as a result of such exercise, the holder, together with its affiliates, would own more than 3.99% of the total number of shares of the Company’s common stock then issued and outstanding. |
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During the year ended December 31, 2013, all of the Series A non-voting convertible preferred stock was converted into 761,429 shares of common stock. |
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During the year ended December 31, 2013, because the Series A non-voting preferred stock was immediately convertible at the option of the holder, the Company recorded a deemed dividend of $309,944 from the beneficial conversion feature associated with the issuance of the Series A non-voting convertible preferred stock and the warrant. |
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As a result of the Series C-3 preferred financing in January 2014, the anti-dilution provisions of the 8% senior convertible notes and the warrants issued with them caused the conversion price of the 8% senior convertible notes and the exercise price of the warrants to decrease from $1.10 to $1.00. |
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Common Stock Options: |
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On March 20, 2013, the Company’s board of directors approved the 2013 Stock Incentive Plan (the “2013 Plan”). The 2013 Plan provides for the issuance of equity grants in the form of options, restricted stock, stock awards and other forms of equity compensation. Awards may be made to directors, officers, employees and consultants under the 2013 Plan. An aggregate of 5,000,000 shares of the Company’s common stock is reserved for issuance under the 2013 Plan. The 2013 Plan was approved by the stockholders on July 30, 2013. |
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In 2006, the Company established a stock incentive plan (the 2006 “Plan”) under which restricted stock, stock options and other awards based on the Company’s common stock could be granted to the Company’s employees, directors, consultants, advisors and other independent contractors. On January 28, 2010, the Company amended and restated the Plan to, among other things, increase the shares of common stock issuable under the 2006 Plan from 925,000 to 2,300,000. No stock options are available for issuance under the 2006 Plan when the 2013 Plan was approved. |
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During the year ended December 31, 2013, the Company granted to its officers and directors, ten-year non-qualified stock options under the 2013 Plan, covering an aggregate of 1,020,000 shares of the Company’s common stock with an exercise price of $0.90 per share. The 310,000 options granted to four directors vest quarterly over two years. The remaining 710,000 options vest upon specified milestones. The Company recorded the pro rata expense for these options during the year ended December 31, 2013. |
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During the year ended December 31, 2013, the Company granted to various non-officer consultants ten-year non-statutory stock options under the 2013 Plan, covering an aggregate of 380,000 shares of the Company’s common stock with an exercise price of $0.90 per share. Of these options, 260,000 vest upon specified performance milestones, and 120,000 options vest in three years. At December 31, 2013, 40,000 of these performance options were forfeited due to non-achievement of performance and 220,000 performance options were achieved. The Company recorded the value of the options on the date the performance was achieved. Additionally, the Company recorded the pro rata expense for the 120,000 options during the nine months ended September 30, 2013. No expense was recognized for the options subject to performance milestones that were not achieved or forfeited at December 31, 2013. |
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In March 2013, the Company’s board of directors amended the vesting schedule of the options granted in December 2012 to various officers and directors of the Company for an aggregate of 765,000 ten-year stock options with an exercise price of $0.68 per share based on the closing price of the Company’s common stock on the date of grant. Given the anticipated final approval for the CE Mark certification for Neutrolin® during the second quarter of 2013, 50% of such options were amended to vest on the date of issuance of the CE Mark certification for Neutrolin® in Europe, if the CE Mark approval was obtained on or before June 30, 2013 (as opposed to March 31, 2013 as previously provided by the board of directors). In June 2013, these options were further modified such that vesting would occur if the CE Mark was issued on or before July 14, 2013 (as opposed to June 30, 2013). During the quarter ended June 30, 2013, the Company reversed the expense recorded related to the previous value of the options and recorded the pro rata expense related to the modified value of these options. The expense was fully amortized through July 5, 2013, the date the CE Mark certification was received. |
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In August 2013, the Company’s board of directors accelerated the vesting of an aggregate of 70,000 unvested options granted to the Company’s former Chief Financial Officer at the time of his departure from the Company. Additionally, the exercise period of his total outstanding options was extended to two years from three months. These modifications resulted in an aggregate expense of $51,079 to the Company. |
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During the year ended December 31, 2013, an aggregate of 237,333 unvested stock options granted to its former Chief Medical Officer under the 2006 Plan were forfeited as a result of his departure from the Company. The Company reversed the recorded expense related to the forfeited stock options during year ended December 31, 2013. |
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During the year ended December 31, 2013, the Company granted to its various consultants, ten-year non-qualified stock options under the 2013 Plan, covering an aggregate of 414,000 shares of the Company’s common stock with an exercise price of $0.90 per share. Of these options, 294,000 vest upon specified performance milestones, and 120,000 options vest in one year. At December 31, 2013, 30,000 of these performance options were forfeited due to non-achievement of performance and 90,000 performance options were achieved. The Company recorded the value of the options on the date the performance was achieved. Additionally, the Company recorded the pro rata expense for the 120,000 options during the year ended December 31, 2013. No expense was recognized for the options subject to performance milestones that were not achieved or forfeited at December 31, 2013. |
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During the year ended December 31, 2012, the Company granted 25,000 ten-year stock options to a consultant with an exercise price of $0.68 per share based on the closing price of the Company’s common stock on the date of grant. These options vested as to 50% on the date of the issuance of the CE Mark approval in Europe for the Company’s Neutrolin® product candidate and 50% vested on December 31, 2013. At December 31, 2013, the Company expensed the full value of these options. |
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During the year ended December 31, 2012, 200,000 five-year stock options were granted to a consultant of the Company with an exercise price of $0.44 per share based on the closing price of the Company’s common stock on the date of grant. 50,000 of these options vested immediately at the date of grant and the remainder to vest upon completion of certain operational and strategic milestones, including, but not limited to, receipt of CE Mark approval for CRMD003, Neutrolin®. The Company recorded the expense related to the 50,000 stock options that vested immediately. At December 31, 2013, 60,000 of these performance options were forfeited due to non-achievement of performance and 90,000 performance options were achieved. The Company recorded the value of the options on the date the performance was achieved. No expense was recognized for the options that were forfeited at December 31, 2013. |
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During the year ended December 31, 2012, 10,000 five-year stock options were awarded to a consultant of the Company with an exercise price $0.24 per share based on the closing price of the Company’s common stock on the date of grant. Vesting is contingent upon the receipt of the Company’s Neutrolin® CE Mark which was received during 2013. The Company recorded the value of the options on the date the CE Mark was approved. These options were exercised during the year ended December 31, 2013. |
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During the year ended December 31, 2012, 50,000 ten-year stock options were awarded to a consultant with an exercise price of $0.29 per share based on the closing price of the Company’s common stock on the date of grant. Vesting is contingent upon the receipt of the Company’s Neutrolin® CE Mark which was received during 2013. The Company recorded the value of the options on the date the CE Mark was approved. |
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During the year ended December 31, 2012, 180,000 stock options were granted to the Company’s former Chief Operating Officer/Chief Financial Officer (“COO/CFO”) with an exercise price of $0.49 per share. As a result of the Company’s COO/CFO’s resignation in April 2012, all of the options mentioned above except for the 45,000 vested options were forfeited. The vested 45,000 stock options were amended to extend the exercise period up to and through May 31, 2014. The Company re-measured and recorded as an expense the value of the 45,000 stock options and reversed the recorded expense of the forfeited stock options. |
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The Company recorded $1,345,136, $274,358 and $3,944,374 of stock-based compensation expense during the years ended December 31, 2013 and 2012 and the period from July 28, 2006 (inception) to December 31, 2013, respectively, in accordance with ASC 718 and ASC 505 for stock options issued to employees and non-employees, respectively. |
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A summary of the Company’s stock options activity under the Plan and related information is as follows: |
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| | Year Ended | | | Year Ended | |
31-Dec-13 | 31-Dec-12 |
| | Shares | | | Weighted | | | Shares | | | Weighted | |
Average | Average |
Exercise | Exercise |
Price | Price |
Outstanding at beginning of year | | | 2,135,630 | | | $ | 1.26 | | | | 1,236,342 | | | $ | 2.47 | |
Granted | | | 1,814,000 | | | $ | 0.9 | | | | 1,380,000 | | | $ | 0.56 | |
Exercised | | | (10,000 | ) | | $ | 0.24 | | | | - | | | $ | - | |
Cancelled | | | (118,667 | ) | | $ | 1.61 | | | | (217,662 | ) | | $ | 3.13 | |
Forfeited | | | (367,333 | ) | | $ | 1.28 | | | | (263,050 | ) | | $ | 1.72 | |
Outstanding at end of year | | | 3,453,630 | | | $ | 1.06 | | | | 2,135,630 | | | $ | 1.26 | |
Outstanding at end of year expected to vest | | | 587,278 | | | $ | 0.9 | | | | 961,034 | | | $ | 1.26 | |
Options exercisable | | | 2,490,880 | | | $ | 1.12 | | | | 758,297 | | | $ | 2.16 | |
Weighted-average fair value of options granted during the year | | | | | | $ | 0.76 | | | | | | | $ | 0.46 | |
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The weighted average remaining contractual life of stock options outstanding at December 31, 2013 is 7.5 years. The aggregate intrinsic value is calculated as the difference between the exercise prices of the underlying options and the quoted closing price of the common stock of the Company as of December 31, 2013 for those options that have an exercise price below the quoted closing price. As of December 31, 2013, the aggregate intrinsic value of all stock options exercised and outstanding is $6,100 and $1,404,110, respectively. |
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The Company has experienced forfeitures of stock options issued to its former officers, a board member and employees. Consistent with its historical forfeiture experience, the Company has applied a forfeiture rate of 39% and 55% to calculate stock option expense for each of the years ended December 31, 2013 and 2012, respectively. The Company will continue to evaluate the estimated forfeiture rate derived from previous forfeitures of officers, directors and employees and may adjust the forfeiture rate based upon actual forfeitures that may occur in the future. |
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As of December 31, 2013, the total compensation expense related to non-vested options not yet recognized totaled $479,182. The weighted-average vesting period over which the total compensation expense related to non-vested options not yet recognized at December 31, 2013 was approximately 0.9 years. |
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Warrants: |
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The following table is the summary of warrants outstanding at December 31, 2013: |
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| | Number of Warrants | | | Exercise Price | | Expiration Date | | | | | | | |
Issued to co-placement agents in connection with previous | | | 18,250 | | | $ | 7.84 | | | | | | | | | |
convertible note financings | 10/29/14 | | | | | | | |
Issued in connection with 2009 private placement | | | 503,034 | | | | 3.4375 | | 10/29/14 | | | | | | | |
Issued in connection with IPO | | | 4,043,569 | | | | 3.4375 | | 3/24/15 | | | | | | | |
Issued to IPO underwriters that, if exercised, would result in the | | | 4,812 | | | | 3.90 | | | | | | | | | |
issuance of an additional 4,812 shares of common stock and | | | | | | | | |
warrants to purchase an additional 2,406 shares of common | | | | | | | | |
stock | 3/24/15 | | | | | | | |
Issued in connection with September 20, 2012 private placement | | | 2,125,000 | | | | 0.4 | | | | | | | | | |
of convertible notes | 9/20/17 | | | | | | | |
Issued to placement agent in connection with September 20, | | | 15,420 | | | | 0.4 | | | | | | | | | |
2012 private placement of convertible notes | 9/20/17 | | | | | | | |
Issued in connection with November 13, 2012 private placement | | | 375,000 | | | | 0.4 | | | | | | | | | |
of convertible notes | 11/13/17 | | | | | | | |
Issued to placement agent in connection with November 13, | | | 85,167 | | | | 0.4 | | | | | | | | | |
2012 private placement of convertible notes | 11/13/17 | | | | | | | |
Issued in connection with February 2013 private placement | | | 400,000 | | | | 1.5 | | | | | | | | | |
of Series A convertible preferred stock | 2/19/18 | | | | | | | |
Issued in connection with license agreement amendment | | | 125,000 | | | | 1.5 | | 4/11/18 | | | | | | | |
Issued in connection with July 2013 private placement | | | 227,273 | | | | 1.5 | | | | | | | | | |
of Series B convertible preferred stock | 7/30/18 | | | | | | | |
Issued in connection with May 2013 private placement | | | 1,000,000 | | | | 1 | | | | | | | | | |
of convertible notes, which funded in July 2013 | 5/30/19 | | | | | | | |
Issued in connection with October 2013 private placement | | | 1,500,000 | | | | 1.25 | | | | | | | | | |
of Series C-1 and C-2 convertible preferred stock | 10/22/19 | | | | | | | |
Total warrants outstanding at December 31, 2013 | | | 10,422,525 | | | | | | | | | | | | | |