(2)
Based on 4,413,419 shares of Common Stock outstanding on April 2, 2018, (which for purposes of table to properly illustrate voting power, includes 1,554,000 shares of the Common Stock underlying the Series D Preferred Stock as such Series D Preferred Stock votes together with the Common Stock), together with the applicable options, warrants and Series D Preferred Stock held by the respective stockholder in the table above that become exercisable or are subject to conversion (as to the Series D Preferred Stock) within 60 days.
(3)
Based on 3,108 outstanding shares of Series D Preferred Stock.
(4)
This information is based upon a Schedule 13D filed by Jinhui Liu reporting beneficial ownership as of February 20, 2018.
(5)
This information is based upon a Schedule 13D filed jointly by DST Capital LLC (“DST Capital”), Polyvia, LLC, Jing Chen, Jiang Shao, and Bin Zhao reporting beneficial ownership as of December 27, 2017. DST Capital serves as the investment manager to certain funds that own the shares and warrants. Consists of 500,000 shares of Common Stock, warrants to purchase up to 2,340,000 shares of Common Stock, and preferred stock convertible into 1,500,000 shares of Common Stock. The warrants and shares of Series D Preferred are subject to a 49.99% beneficial ownership limitation, and the percentage set forth above gives effect to such limitation.
(6)
This includes 300,000 warrants transferred from DST Capital to Hong Yu.
(7)
This includes 240,000 warrants transferred from DST Capital to Shunfu Hu.
(8)
Includes options to acquire 34,777 shares exercisable within 60 days of April 2, 2018, and 7,965 shares.
(9)
Includes options to acquire 20,409 shares exercisable within 60 days of April 2, 2018, and 11,234 shares.
(10)
Includes options to acquire 5,000 shares exercisable within 60 days of April 2, 2018 and 1,774 shares.
(11)
This information is based upon a Schedule 13D filed by Jason Jing Chen reporting beneficial ownership as of December 27, 2017. Consists of 9,000 shares of Common Stock, warrants to purchase up to 174,000 shares of Common Stock, and shares of Series D Preferred convertible into 27,000 shares of Common Stock.
(12)
Includes options to acquire 3,750 shares that are exercisable within 60 days of April 2, 2018, and 912 shares.
(13)
Includes options to acquire 5,000 shares that are exercisable within 60 days of April 2, 2018, and 3,412 shares.
(14)
Includes options to acquire 67,730 shares, warrants to purchase up to 174,000 shares, and shares of Series D Preferred convertible into 27,000 shares, that are all exercisable within 60 days of April 2, 2018, and 34,297 shares.
Change in Control
As previously disclosed, a change in control of the Company may be deemed to have occurred on December 27, 2017. On that date, the Company entered into a Securities Purchase Agreement with Bin Zhao (including such investor’s designees, the “Investors”), pursuant to which the Company issued to Investors in a private placement (the “Private Placement”) (i) 518,000 shares of the Company’s Common Stock at a price of $2.00 per share (ii) 3,108 shares of Series D Convertible Preferred Stock, and (ii) warrants to purchase 3,108,000 shares of Common Stock (the “Warrants”).
The Warrants have an exercise price of $2.00 per share, subject to adjustments as provided under the terms of the Warrants, and are immediately exercisable. The Warrants are exercisable for five years from the issuance date.