Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

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Subsequent Events
3 Months Ended
Oct. 31, 2015
Subsequent Events.  
Subsequent Events

 

 

Note 11 — Subsequent Events

 

November 2015 Public Offering

 

On November 3, 2015, the Company entered into a Securities Purchase Agreement (the “Securities Purchase Agreement”) with certain accredited investors (collectively, the “Purchasers”) pursuant to which the Company has agreed to issue and sell to the Purchasers in a registered public offering (the “November 2015 Public Offering”) an aggregate of 2,142,860 shares of the Company’s Common Stock (collectively, the “Shares”) and warrants to purchase an aggregate of 1,071,430 shares of the Company’s Common Stock (collectively, the “Warrants” and the shares issuable upon exercise of the Warrants, collectively, the “Warrant Shares”) at a purchase price of $3.50 per unit, for aggregate expected gross proceeds of approximately $7.5 million.  Net proceeds, after deducting the Placement Agent Fee (described below) and other estimated offering expenses payable by the Company, are expected to be approximately $6.9 million.  The November 2015 Public Offering closed on November 9, 2015.  The Company intends to use the net proceeds from the November 2015 Public Offering for general corporate purposes, including clinical trial expenses and research and development expenses.

 

Pursuant to the terms of the Securities Purchase Agreement, at the closing each Purchaser will be issued a Warrant to purchase up to a number of shares of the Company’s Common Stock equal to 50% of the shares issued to such Purchaser.  The Warrants have an exercise price of $4.50 per share, are exercisable six months after issuance and have a term of exercise equal to five and one-half years from the date of issuance of the Warrants.

 

Pursuant to a Placement Agent Agreement (the “Placement Agent Agreement”), dated November 3, 2015, by and between the Company and Wainwright, Wainwright agreed to act as the Company’s placement agent in connection with the November 2015 Public Offering.  Pursuant to the Placement Agent Agreement, the Company agreed to pay an aggregate cash fee for placement agent and financial advisory services equal to 6.0% of the gross proceeds of the November 2015 Public Offering (the “Placement Agent Fee”), as well as a non-accountable expense allowance equal to 1% of the gross proceeds of the November 2015 Financing and certain other expense reimbursements.  In addition, the Company agreed to issue warrants to purchase an aggregate of up to 5% of the aggregate number of shares of Common Stock sold in the November 2015 Public Offering to the placement agent or its designees (the “Placement Agent Warrants”).  Placement Agent Warrants shall have substantially the same terms as the Warrants to be issued to the Purchasers in the November 2015 Financing, except that such warrants shall have an exercise price of $4.375 and shall expire on the fifth anniversary of the closing date of the November 2015 Public Offering.