Subsequent Events |
3 Months Ended |
|---|---|
Aug. 31, 2020 | |
| Subsequent Events |
Note 15 – Subsequent Events In March 2020, the World Health Organization declared COVID-19 a pandemic. The Company could be negatively affected by the widespread outbreak of an illness or any other communicable disease, or any other public health crisis that results in economic and trade disruptions, including the disruption of global supply chains. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. The Company’s operational and financial performance has already been affected by the impact of the COVID-19 pandemic; clinical trials have experienced delays in patient enrollment, potentially due to prioritization of hospital resources toward the COVID-19 pandemic, or concerns among patients about participating in clinical trials during a public health emergency and the COVID-19 pandemic is affecting the operations of government entities, such as the FDA, as well as contract research organizations, third-party manufacturers, and other third-parties upon whom the Company relies. As a result of “shelter-in-place” COVID-19, our Company has implemented work-from-home policies for employees. The effects of these stay at home orders and work-from-home policies may be negatively impacting productivity, resulting in delays in clinical programs and timelines. The extent of the impact of the COVID-19 pandemic on the Company’s operational and financial performance, including on the Company’s ability to execute its business strategies and initiatives in the expected time frame, will depend on future developments, including the duration and spread of the pandemic and related restrictions on travel and transports, all of which are uncertain and cannot be predicted. An extended period of global supply chain and economic disruption could materially affect the Company’s business, results of operations, access to sources of liquidity and financial condition. On September 3, 2020 and September 21, 2020, the Company granted stock option awards to Company newly hired employees covering a total of 100,000 shares of common stock, with exercise prices ranging from $3.41 to $3.88. The awards vest annually over three years and have a ten-year contractual term.On August 3, 2020, 2020, in light of increasing personal and professional commitments, director David F. Welch, Ph.D. informed the Board of Directors that he would not be seeking re-election to the Board of Directors at the 2020 Annual Meeting of Stockholders on September 30, 2020.During September 2020, the Company issued 818,241 shares of common stock in connection with the exercise of outstanding warrants and stock options covering 822,895 shares. The stated exercise prices ranged from $0.50 to $1.35 per share, which resulted in aggregate gross proceeds to the Company of approximately $0.6 million. On September 30, 2020 the Company’s stockholders approved the amendment and restatement of the Company’s 2012 Equity Incentive Plan (the “A&R 2012 EIP”). As a result of this approval, the total number of shares of common stock available for grant under the A&R 2012 Plan was increased from 25,000,000 shares to 50,000,000shares, the number of shares available to be issued will be increased on the last day of each fiscal year in an amount equal to 1% of the total outstanding shares on the last day of the prior fiscal year, and the term of the plan was extended for an additional ten years to September 30, 2030.
On June 15, 2020 and June 25, 2020, the Compensation Committee of the Board approved grants of non-qualified stock options and restricted stock unit grants to certain of the Company’s executives and directors, which grants were made conditional upon stockholder approval of the A&R 2012 EIP. As a result of the September 30, 2020 stockholder approval of the A&R 2012 EIP, the Company issued to executives of the Company non-qualified stock options covering
shares of common
stock, time-vesting restricted stock units (“RSUs”) covering 1,120,000 shares of common stock, and performance based RSUs (“PSUs”) covering 4,350,000. The stock options have a per share exercise price of $3.12 and vest equally over three years. The RSUs vest equally over three years, and the PSUs will vest over the next fiscal year only if certain performance conditions set forth in the awards are met. Concurrent with the stockholder approval, the Company also issued to its three non-employee directors stock options covering a total of 506,250 shares of common stock, or 168,750 shares for each director, which represented the remaining portion of the annual director compensation for the fiscal year beginning June 1, 2020. The options were issued with a per share exercise price of $6.15 and vest equally over three quarterly installments beginning November 30, 2020. On October 1, 2020, the Company received a redemption notice from the holder of the Company’s March 2020 Note requesting a redemption of $950,000, which was paid in cash on October 6, 2020. Following this redemption, the outstanding balance on the Marc h 2020 Note, including accrued interest, was approximately $7.3 million. |