Warrants
As of September 30, 2019, there were outstanding warrants to purchase an aggregate of 125,333 shares of common stock at a
weighted-average exercise price of $8.30 per share. We issued warrants to purchase an aggregate of 24,262 shares of common stock at an exercise price of $3.88 per share subsequent to September 30, 2019.
Preferred Stock
Our
board of directors has the authority under our amended and restated certificate of incorporation, without further action by our stockholders, to issue up to 10,000,000 shares of preferred stock in one or more series, to establish from time to time
the number of shares to be included in each such series, to fix the rights, preferences and privileges of the shares of each wholly unissued series and any qualifications, limitations or restrictions thereon, and to increase or decrease the number
of shares of any such series, but not below the number of shares of such series then outstanding.
Our board of directors
may authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the voting power or other rights of the holders of our common stock. The purpose of authorizing our board of directors to issue preferred
stock and determine its rights and preferences is to eliminate delays associated with a stockholder vote on specific issuances. The issuance of preferred stock, while providing flexibility in connection with possible acquisitions and other corporate
purposes, could, among other things, have the effect of delaying, deferring or preventing a change in control of us and may adversely affect the market price of our common stock and the voting and other rights of the holders of our common stock. It
is not possible to state the actual effect of the issuance of any shares of preferred stock on the rights of holders of common stock until the board of directors determines the specific rights attached to that preferred stock.
Registration Rights
Certain holders of our common stock are entitled to certain rights with respect to registration of such shares under the
Securities Act pursuant to the terms of an investor rights agreement. These shares are collectively referred to herein as registrable securities.
The investor rights agreement provides the holders of registrable securities with demand, piggyback and S-3 registration rights as described more fully below. As of September 30, 2019, there were an aggregate of approximately 8,000,000 registrable securities that were entitled to registration
rights.
Demand Registration Rights
The holders of at least 60% of the registrable securities then outstanding have the right at any time to make a demand that we
file a registration statement under the Securities Act covering registrable securities then outstanding, subject to specified exceptions.
Piggyback
Registration Rights
If we register any securities for public sale, the holders of our registrable securities then
outstanding will each be entitled to notice of the registration and will have the right to include their shares in the registration statement.
The underwriters of any underwritten offering will have the right to limit the number of shares having registration rights to
be included in the registration statement, but not below 25% of the total number of securities included in such registration. These piggyback registration rights were waived in connection with the filing of this registration statement on Form S-3.
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