We are working with our stakeholders, including customers, suppliers and employees, to address the impact of
this global pandemic. We continue to monitor the situation, to assess further possible implications to our business, supply chain and customers, and to take actions in an effort to mitigate adverse consequences. Should such disruption continue for
an extended period of time, or if and when the pandemic ends, the resumption of normal business operations after such interruptions may be delayed or constrained by lingering effects of the pandemic (including limitations imposed by governmental
authorities on our ability to return to normal operating practices). These effects, alone or taken together, could have a material adverse impact on our business, results of operations, or financial condition.
In addition, any other widespread health crisis that could adversely affect global and regional economies, financial markets and overall demand environment
for the Companys products could have a material adverse effect on the Companys business, cash flows or results of operations.
Risks
Related to this Offering and Our Securities
We have broad discretion as to the use of the net proceeds we receive from this offering and may
not use them effectively.
We retain broad discretion to use the net proceeds from this offering. Accordingly, you will have to rely upon the
judgment of our management with respect to the use of those net proceeds. Our management may spend a portion or all of the net proceeds we receive from this offering in ways that our stockholders may not desire or that may not yield a favorable
return. The failure by our management to apply these funds effectively could harm our business.
Purchasers will suffer immediate and substantial
dilution as a result of this offering.
Purchasers in this offering will suffer immediate and substantial dilution of their investment. Based on
the difference between the public offering price and our net tangible book value per share as of March 29, 2020, if you purchase shares of common stock in this offering, you will suffer immediate and substantial dilution of $1.96 per
share, or $1.91 per share if the underwriters exercise their over-allotment option in full, with respect to the net tangible book value of the common stock. See Dilution in this prospectus supplement for a more detailed discussion
of the dilution purchasers will incur in this offering.
Our stockholders may experience further dilution if we issue additional securities in the
future.
Any additional future issuances of common stock by us will reduce the percentage of our common stock owned by investors purchasing common
stock who do not participate in such future issuances. In most circumstances stockholders will not be entitled to vote on whether or not we issue additional securities. In addition, depending on the terms and pricing of an additional offering of our
securities and the value of our assets, our stockholders may experience dilution in both the book value and fair value of their shares.
There may
be future sales or other dilution of our equity which may adversely affect the market price of our common stock.
Except as described under
Underwriting, we are not restricted from issuing additional common stock, including securities that are convertible into or exchangeable for, or that represent the right to receive, common stock. We are offering 2,500,000 shares of
common stock, and up to an additional 375,000 shares of common stock if the underwriters exercise their over-allotment option in full. The issuance of additional shares of our common stock or other issuances of our common stock or convertible or
other equity-linked securities, including options and warrants, or otherwise, in connection with capital-raising transactions, as payment of the consideration for acquisitions or for employee compensation or other purposes will dilute the ownership
interest of our common stockholders. As of May 31, 2020, we had 8,399,367 outstanding shares of common stock, which excludes the following: (i) 657,505 shares of common stock subject to outstanding options and restricted stock awards;
(ii) 988,337 shares of common stock reserved for future issuance under our equity incentive plans; and (iii) 386,100 shares of common stock issuable upon exercise of warrants outstanding prior to this offering.
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