ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK | 3 Months Ended |
Mar. 31, 2014 |
ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK | ' |
ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK | ' |
NOTE 6 — ISSUANCE OF MEMBERSHIP INTERESTS and COMMON STOCK |
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On July 23, 2010, the Company entered into a securities purchase agreement with 27 investors for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 28,400 units, comprised of 28,400 Class A Membership Interests and warrants to purchase up to 14,200 additional Class A Membership Interests for gross proceeds of $1,420,000. Each warrant, exercisable for 5 years from July 23, 2010, has an exercise price of $60 per Class A Membership Interest. |
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On March 20, 2011, the Company entered into a securities purchase agreement with 22 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 13,400 units, comprised of 13,400 Class A Membership Interests and warrants to purchase up to 6,700 additional Class A Membership Interests for gross proceeds of $670,000. Each warrant, exercisable for 5 years from March 20, 2011, has an exercise price of $60 per Class A Membership Interest. |
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On October 14, 2011, the Company entered into a securities purchase agreement with 23 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 15,350 units, comprised of 15,350 Class A Membership Interests and warrants to purchase up to 7,675 additional Class A Membership Interests for gross proceeds of $767,500. Each warrant, exercisable for 5 years from October 14, 2011, has an exercise price of $60 per Class A Membership Interest. |
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On March 30, 2012, the Company entered into a securities purchase agreement with 16 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 10,150 units, comprised of 10,150 Class A Membership Interests and warrants to purchase up to 5,075 additional Class A Membership Interests for gross proceeds of $507,500. Each warrant, exercisable for 5 years from March 30, 2012, has an exercise price of $60 per Class A Membership Interest. |
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On November 21, 2012, the Company entered into a securities purchase agreement with 21 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 29,950 units, comprised of 29,950 Class A Membership Interests and warrants to purchase up to 14,975 additional Class A Membership Interests for gross proceeds of $1,497,500. Each warrant, exercisable for 5 years from November 21, 2012, has an exercise price of $60 per Class A Membership Interest. |
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On February 13, 2013, the Company entered into a securities purchase agreement with 7 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 18,000 units, comprised of 18,000 Class A Membership Interests and warrants to purchase up to 9,000 additional Class A Membership Interests for gross proceeds of $900,000. Each warrant, exercisable for 5 years from February 13, 2013, has an exercise price of $60 per membership interest. |
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On July 12, 2013, the Company entered into a securities purchase agreement with 28 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 55,500 units, comprised of 55,500 Class A Membership Interests and warrants to purchase up to 27,750 additional Class A Membership Interests for gross proceeds of $2,775,000. Each warrant, exercisable for 5 years from July 12, 2013, has an exercise price of $60 per Class A Membership Interest. |
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On November 15, 2013, the Company entered into a securities purchase agreement with 25 investors, for the private placement of the Company’s Class A Membership Interests and warrants to purchase its Class A Membership Interests, at a purchase price of $50 per unit. Each unit is comprised of one Class A Membership Interest and a warrant to purchase one-half of the total Class A Membership Interests purchased. The Company issued and sold an aggregate of 18,850 units, comprised of 18,850 Class A Membership Interests and warrants to purchase up to 9,425 additional Class A Membership Interests for gross proceeds of $942,500. Each warrant, exercisable for 5 years from November 15, 2013, has an exercise price of $60 per Class A Membership Interest. |
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In February 2014, the Company issued an aggregate of 23,719 Class A Membership Interests to investors in its prior financings in exchange for 89,900 outstanding warrants with an exercise price $60 per Class A Membership Interest or $8.57 on a 7 to 1 converted basis. The exchange was effectively a cashless exercise in which the 23,719 Class A Membership Interests issued were calculated using an implied intrinsic value of the warrants at $2.93 per share, on a 7 to 1 as converted basis and an estimated issuance price of $11.50 per share. As the warrants and membership interests are both classified as equity instruments, the warrant exercise resulted in an immaterial reclassification within members’ equity. |
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On March 18, 2014, the Company completed an IPO issuing 3,162,500 shares of common stock at a price of $12 per share, resulting in net proceeds of $34,455,669 after deducting underwriting discounts of $2,656,500 and offering costs $837,831. The outstanding Class A Membership Interests were converted to shares of common stock using a conversion ratio of 7 to 1, resulting in the conversion of 767,911 Class A Membership Interests into an aggregate of 5,375,377 shares of common stock. |
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