Quarterly report pursuant to Section 13 or 15(d)

5. Stockholders' Equity

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5. Stockholders' Equity
9 Months Ended
Dec. 31, 2013
Stockholders' Equity  
5. Stockholders' Equity

Registered Direct Offering

 

On December 4, 2013, the Company entered into agreements with institutional and accredited investors to issue 550,000 shares of its common stock at $4.00 per share, with no warrant coverage, yielding gross proceeds of $2,200,000 and net proceeds of $2,002,000 after deducting placement agent commissions and other offering costs. The Company retained Dawson James Securities, Inc. as the exclusive placement agent for this offering, and paid them $154,000 in placement agent commissions. In addition to the payment of certain cash fees upon closing of the offering, the Company issued a warrant to Dawson James Securities, Inc. to purchase up to 16,500 shares of common stock. The warrants are exercisable at $5.00 per share and will expire on May 3, 2016.

 

Common Stock Issued to Non-Employees For Services

 

On April 24, 2009, the Company entered into an agreement with Advocos LLC, a contract sales organization that serves as part of the Company’s sales force, for the sale of the Company’s wound care products in the United States. Pursuant to the agreement, the Company agreed to pay the contract sales organization a monthly fee and potential bonuses that will be based on achievement of certain levels of sales. The Company agreed to issue the contract sales organization cash or shares of common stock as compensation for its services. During the three months ended December 31, 2013 and 2012, the Company issued 27,173 and 10,714 shares of common stock, respectively, in connection with this agreement. During the nine months ended December 31, 2013 and 2012, the Company issued 65,620 and 25,106 shares of common stock, respectively, in connection with this agreement. The Company has determined that the fair value of the common stock, which was calculated as shares were issued, was more readily determinable than the fair value of the services rendered. Accordingly, the Company recorded the fair value of the stock as compensation expense. During the three months ended December 31, 2013 and 2012, the Company recorded $74,000 and $67,000 of expense related to this agreement, respectively. During the nine months ended December 31, 2013 and 2012, the Company recorded $209,000 and $182,000 of expense related to this agreement, respectively. The expense was recorded as selling, general and administrative expense in the accompanying condensed consolidated statements of comprehensive loss.

 

On December 17, 2009, the Company entered into an agreement with Windsor Corporation.  Windsor Corporation provides financial advisory services to the Company. Pursuant to the agreement, the Company agreed to pay Windsor Corporation, on a quarterly basis, cash or common stock as compensation for services provided.  The Company determined that the fair value of the common stock was more readily determinable than the fair value of the services rendered. Accordingly, the Company recorded the fair value of the stock as compensation expense. During the three months ended December 31, 2013, the Company issued 18,264 shares of common stock and recorded $60,000 of stock compensation expense related to this agreement. During the nine months ended December 31, 2013, the Company issued 30,361 shares of common stock and recorded $109,000 of stock compensation expense related to this agreement. The expense was recorded as selling, general and administrative expense in the accompanying condensed consolidated statements of comprehensive loss.

 

On September 4, 2012, the Company entered into an agreement with Worldwide Financial Marketing, Inc. for certain financial advisory services. Pursuant to the agreement, the Company agreed to pay Worldwide Financial Marketing, Inc. common stock as compensation for services provided. Accordingly, the Company recorded the fair value of the stock as compensation expense. During the three months ended December 31, 2013, the Company issued 10,000 shares of common stock, in connection with this agreement. During the three months ended December 31, 2013, the Company recorded $24,000 of stock compensation expense related to this agreement. The expense was recorded as selling, general and administrative expense in the accompanying condensed consolidated statements of comprehensive loss.