Quarterly report pursuant to Section 13 or 15(d)

WARRANTS

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WARRANTS
9 Months Ended
Sep. 30, 2020
Warrants  
WARRANTS

 

12. WARRANTS

 

No warrants were exercised during the three and nine months ended September 30, 2020. During the nine months ended September 30, 2019, warrants to purchase 1,283,500 shares of common stock were exercised on a cashless basis resulting in the issuance of 1,119,868 shares of common stock. No warrants were exercised during the three months ended September 30, 2019.

 

At September 30, 2020, there were warrants outstanding to purchase 1,086,206 shares of common stock with a weighted average exercise price of $12.70 and a weighted average remaining life of 4.76 years, related to the warrants issued to CFF pursuant to the terms of the Investment Agreement (Note 8) and the warrants issued pursuant to the K2 Loan and Security Agreement (Note 7).

 

The Company issued a warrant to CFF to purchase an aggregate of 1,000,000 shares of the Company’s common stock (the “CFF Warrant”). The CFF Warrant is exercisable at a price equal to $13.20 per share and is immediately exercisable for 500,000 shares of the Company’s common stock. Upon completion of the final milestone set forth in the Investment Agreement and receipt of the final payment from CFF to the Company pursuant to the Investment Agreement, the CFF Warrant will be exercisable for the remaining 500,000 shares of the Company’s common stock. The CFF Warrant expires on January 26, 2025. Any shares of the Company’s common stock issued upon exercise of the CFF Warrant will be unregistered and subject to a one-year lock-up. The CFF Warrant is classified as equity as it meets all the conditions under GAAP for equity classification. In accordance with GAAP, the Company has calculated the fair value of the warrant for initial measurement and will reassess whether equity classification for the warrant is appropriate upon any changes to the warrants or capital structure, at each balance sheet date. The weighted average assumptions used in determining the $6,215,225 fair value of the CFF Warrant were as follows:

 

Risk free interest rate     2.60 %
Expected dividend yield     0 %
Expected term in years     7.00  
Expected volatility     83.5 %

 

On July 28, 2020, the Company entered into the Loan Agreement with K2HV pursuant to which K2HV may provide the Company with term loans in an aggregate principal amount of up to $50,000,000. On July 28, 2020, in connection with the funding of the first $20,000,000 tranche, the Company issued a warrant exercisable for 86,206 shares of the Company’s common stock (the “K2 Warrant”) at an exercise price of $6.96 per share. The K2 warrant is immediately exercisable for 86,206 shares and expires on July 28, 2030. Any shares of the Company’s common stock issued upon exercise of the K2 Warrant are permitted to be settled in unregistered shares. The K2 Warrant is classified as equity as it meets all the conditions under GAAP for equity classification. In accordance with GAAP, the Company has calculated the fair value of the warrant for initial measurement and will reassess whether equity classification for the warrant is appropriate upon any changes to the warrants or capital structure, at each balance sheet date. The weighted average assumptions used in determining the $472,409 fair value of the K2 Warrant were as follows:

 

Schedule of Weighted Average Assumption of Warrants 

Risk free interest rate     0.60 %
Expected dividend yield     0 %
Expected term in years     10.00  
Expected volatility     80.0 %