Quarterly report pursuant to Section 13 or 15(d)

Subsequent Events

v3.20.4
Subsequent Events
9 Months Ended
Dec. 31, 2020
Subsequent Events [Abstract]  
Subsequent Events

Note 13 – Subsequent Events

 

The Company has evaluated all events that occurred after the balance sheet date of December 31, 2020, through February 16, 2021, the date when condensed financial statements were issued to determine if they must be reported.

 

Common Stock

 

On January 22, 2021, the Company's Board of Directors authorized a reverse stock split at an exchange ratio of one (1) share of common stock for every three (3) shares of common stock. The reverse stock split was effective on January 25, 2021, such that every three (3) shares of common stock have been automatically converted into one (1) share of common stock. The Company will not issue fractional certificates for post-reverse split shares in connection with the reverse stock split. Rather, all shares of common stock that are held by a stockholder will be aggregated and each stockholder shall be entitled to receive the number of whole shares resulting from the combination of the shares so aggregated. Any fractions resulting from the reverse stock split computation shall be rounded up to the next whole share.

 

Public Offering

 

On January 26, 2021, the Company entered into an underwriting agreement with Roth Capital Partners, LLC, relating to the Company's public offering of its common stock, par value $0.0001 per share. The Company agreed to sell 4,150,000 shares of its common stock to the underwriters, at a purchase price per share of $4.14 (the offering price to the public of $4.50 per share minus the underwriters' discount), pursuant to the Company's registration statement on Form S-1 (File No. 333-249833), as amended, under the Securities Act of 1933, as amended, and the related registration statement on Form S-1 (File No. 333-252418) that was filed by the Company under Rule 462(b) under the Securities Act. The Company has also granted the underwriters a 30-day option to purchase up to 622,500 additional shares of common stock to cover over-allotments.

 

In connection with the Company's public offering, the Company issued a warrant to the underwriters to purchase 381,800 shares of its common stock. The warrant may be exercised beginning on the date that is 180 days after the date on which the Registration Statement becomes effective until the date that is five years after the date on which the Registration Statement becomes effective. The exercise price of the warrant is $5.625.

 

Series A Preferred Stock

 

On January 5, 2021, the Company's Board of Directors authorized 300 shares of Series A preferred stock with a par value of $0.0001 per share (See Note 9).

 

Series B Preferred Stock

 

On January 22, 2021, the Company's Board of Directors authorized 1,500 shares of Series B preferred stock with a par value of $0.0001 per share (See Note 9).

 

Patents

 

On February 4, 2021, the Company entered into the fourth amendment to the IP agreement with HP. Under the terms of the amendment, the Company exercised the option to purchase the assignable patents and paid HP $1.55 million (See Note 6).

 

Convertible Notes and Warrants

 

On January 25, 2021, the Company entered into a conversion and exchange agreement with the holder of the Company's senior secured promissory notes and warrants issued during the period March 31, 2018 through August 13, 2018, and June 10, 2019 (See Note 8). The conversion and exchange agreement provides that the conversion of all amounts outstanding under the secured promissory notes will be converted into 251 shares of the Company's Series A preferred stock, par value $0.0001 per share, and 360,111 shares of the Company's common stock issuable on the date of the Company's uplisting to the Nasdaq. On January 26, 2021, the Company completed its uplisting to the Nasdaq and recognized the conversion of approximately $0.3 million of principal and interest related to the senior secured promissory notes, and issued 251 shares of its Series A preferred stock and 360,111 shares of its common stock. In connection with the conversion and exchange agreement, the Company issued warrants to purchase 235,183 shares of the Company's common stock at an exercise price of $0.39 per share and 88,871 shares of the Company's common stock at an exercise price of $3.39 per share in exchange for the warrants issued in connection with the senior secured promissory notes (See Note 8).

 

On January 26, 2021, the Company entered into a conversion and exchange agreement with the holder of the Company's senior secured promissory notes and warrants issued during the period March 31, 2018 through August 13, 2018, and June 10, 2019 (See Note 8). The conversion and exchange agreement provides that the conversion of all amounts outstanding under the secured promissory notes will be converted into 1,443.41 shares of the Company's Series B preferred stock, par value $0.0001 per share, and 173,111 shares of the Company's common stock issuable on the date of the Company's uplisting to the Nasdaq. On January 26, 2021, the Company completed its uplisting to the Nasdaq and recognized the conversion of approximately $1.5 million of principal and interest related to the senior secured promissory notes, and issued 1,443.41 shares of its Series B preferred stock and 173,111 shares of its common stock. In connection with the conversion and exchange agreement, the Company issued warrants to purchase 940,730 shares of the Company's common stock at an exercise price of $0.36 per share and 355,485 shares of the Company's common stock at an exercise price of $2.73 per share in exchange for the warrants issued in connection with the senior secured promissory notes (See Note 8).

 

On January 28, 2021, the holder of the senior secured promissory note issued on November 14, 2018, converted the notes principal balance of approximately $0.3 million plus accrued interest of $0.1 million into 136,782 shares of the Company's common stock.

 

On January 28, 2021, the holders of the notes issued on November 13, 2020, converted the notes principal balance and accrued interest of approximately $0.8 million into 211,273 shares of the Company's common stock.

 

On February 10, 2021, the Company entered into a conversion and exchange agreement with the holder of the Company's senior secured promissory note and warrant issued on June 1, 2020 (See Note 8). The conversion and exchange agreement provides that the conversion of the outstanding principal and interest of approximately $0.8 million will be converted into 538,664 shares of the Company's common stock. As of the date of this report, the senior secured promissory note is still outstanding. In connection with the conversion and exchange agreement, the Company issued warrants to purchase 269,332 shares of the Company's common stock at an exercise price of $1.95 per share in exchange for the warrant issued in connection with the senior secured promissory note (See Note 8).