COMMON STOCK |
9 Months Ended |
|---|---|
Sep. 30, 2021 | |
| Equity [Abstract] | |
| COMMON STOCK |
12. COMMON STOCK
The Company’s Common Stock activity for the nine months ended September 30, 2021 was as follows:
Common Stock
Shares Issued as Part of the Company’s Public Offering
On March 15, 2021, the Company completed a registered direct offering with institutional investors for the purchase and sale of shares of common stock at a purchase price of $ per share which resulted in net proceeds of $14,129,000. Included in the $14,129,000 is a refund of $144,000 from the underwriter.
Shares Issued as Part of the Company’s At-The Market Issuances
In August 2021, the Company entered into an At-The-Market Issuance Sales Agreement (the “Sales Agreement”) (“ATM”) with Truist Securities, Inc. (the “Sales Agent”), pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-252167). The ATM offering is a follow-on offering of securities utilized by the Company in order to raise capital over a period of time. In an ATM offering, the Company sells newly issued shares into the trading market through a designated sales agent at prevailing market prices.
During the nine months ended September 30, 2021, the Company received net proceeds of $4,722,000. The Company terminated the Sales Agreement in October 2021.
Shares Issued for Services
During the nine months ended September 30, 2021, the Company issued shares of Common Stock to certain employees and vendors for services rendered and to be rendered with a fair value of $2,057,000. These shares of Common Stock were valued based on the market value of the Company’s Common Stock price at the issuance date or the date the Company entered into the agreement related to the issuance. In addition, shares granted to employees that vested were returned to the Company in exchange for the Company paying the corresponding income and payroll taxes of these employees amounting $. Pursuant to current accounting guidelines, the Company accounted the return of the shares and the payment of $ for income and payroll taxes paid on behalf the employees as a reduction in additional paid in capital, or a net balance of $1,926,000.
Shares Issued for Debt
During the nine months ended September 30, 2021, the Company issued shares of Common Stock to employees as settlement of payroll of $281,000 that was previously recorded as accrued payroll as of December 31, 2020 or March 31, 2021. These shares of Common Stock were valued based on the market value of the Company’s Common Stock price at the issuance date and approximates the carrying value of the accrued payroll.
Shares Issued for Accounts Payable
During the nine months ended, the Company converted an aggregate of $19,000 in accounts payable to Kimerling & Wisdom, LLC into shares of its restricted Common Stock. Such securities were exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.
Shares Issued from Conversion of Note Payable – Related Party
During the nine months ended, the Company issued shares of Common Stock upon a partial conversion of a note payable of the Company’s Chief Executive Officer totaling $200,000. The conversion price was $1.03, which was closing price of the Company’s common stock on the day of conversion.
Shares Issued for Settlement of Litigation
During the nine months ended September 30, 2021, the Company issued shares to EMA Financial to settle a litigation. The fair market value of the shares issued was based on the closing price of Company’s stock on the day of settlement which amounted to $. As of the settlement date the Company had previously accrued $585,000 and as a result the Company recorded an additional $93,000 in general and administrative expenses to account for the difference between the fair value of the common shares issued and amount accrued.
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