Quarterly report pursuant to Section 13 or 15(d)

SUBSEQUENT EVENTS

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SUBSEQUENT EVENTS
6 Months Ended
Jun. 30, 2021
Subsequent Events [Abstract]  
Subsequent Events [Text Block]

NOTE 15 SUBSEQUENT EVENTS

 

Equity issuances:

 

On July 1, 2021, the Company issued 80,000 shares of its common stock to a consultant for services rendered valued at $348,000.

 

On July 1, 2021, ViralClear issued 206,250 shares of its common stock in exchange for the cashless exercise of 550,000 options previously granted on October 16, 2019.

 

On July 6, 2021, the Company issued 28,750 shares of its common stock for vested restricted stock units.

 

On July 12, 2021, the Company issued 16,310 shares of its common stock in connection with the resignation of a member of the Company’s board of directors on June 30, 2021 for services rendered valued at $62,957.

 

On July 12, 2021, the Company issued 50,000 shares of its common stock for fully vested restricted stock units.

 

On July 30, 2021, the Company issued an aggregate of 13,321 shares of its common stock for services.

 

On August 2, 2021, the Company issued 30,000 shares of its common stock for accelerated vested restricted stock units dated January 4, 2021.

 

On August 3, 2021, the Company granted an aggregated of 75,000 options to purchase shares of its common stock to three employees. The options are exercisable at $3.61 per share for ten years with one-third vesting on the first anniversary of the date of grant, and the remaining two-thirds vesting in substantially equal quarterly installments over the following two years.

 

Equity financing

 

On July 2, 2021, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Laidlaw & Company (UK) Ltd. (the “Underwriter”), relating to an underwritten public offering of 2,500,000 shares (the “Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”). All of the Shares were sold by the Company. The public offering price of the Shares was $4.00 per share, and the Underwriter agreed to purchase the Shares from the Company pursuant to the Underwriting Agreement at a price of $3.68 per share. After the underwriting discount and offering expenses, the Company received net proceeds from the offering of approximately $9.1 million. Pursuant to the Underwriting Agreement, the Company has also granted the Underwriter an option to purchase up to 375,000 additional shares of Common Stock, or 15% of the number of Shares sold in the offering, at a price of $3.68 per share, for a period of 30 days from the date of the Underwriting Agreement, of which none were exercised.

 

Pursuant to the Underwriting Agreement, the Company issued to the Underwriter or its designees warrants to purchase up to an aggregate 125,000 shares of Common Stock, or 5% of the number of Shares sold in the offering (the “Underwriter Warrants”). The Underwriter Warrants are exercisable following the date of issuance, July 7, 2021 and ending five years from the date of the execution of the Underwriting Agreement, July 2, 2026, at a price per share equal to $4.80 per share (120% of the public offering price per Share) and are exercisable on a “cashless” basis. The Company also agreed to reimburse the Underwriter for certain of their out-of-pocket expenses incurred in connection with the offering, including, among other things, the reasonable fees and expenses of counsel, which fees and expenses may not exceed $100,000.

 

Operating leases:

 

On August 2, 2021, the Company executed the extension of its Rochester, Minnesota office lease for an additional 24 months beginning November 1, 2021 through October 31, 2023. During the extended period, the Company’s base rent will remain the same for the first year and increase 3% in the second year.

 

On August 3, 2021, the Company entered into a lease agreement whereby the Company leased approximately 6,600 square feet of office space in Westport, Connecticut commencing September 1, 2021 and expiring on December 31, 2024 at an initial rate of $14,828 per month with escalating payments. The lease agreement includes rent abatement for the first 4 months with rental payments commencing on January 1, 2022. At the lease execution date, the Company estimated the lease liability and the right of use assets at present value using the Company’s estimated incremental borrowing rate of 6.5%. In conjunction with the lease, the Company terminated, without penalty, the lease at 54 Wilton Road, Westport, CT effective September 4, 2021.