Note 5 - Stockholders' Equity |
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Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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| Equity [Text Block] |
Note 5. Stockholders' Equity
Preferred Stock
The Company has authorized a total of 50,000,000 shares of preferred stock, par value $0.001 per share, none of which were outstanding as of June 30, 2026 and December 31, 2025. The Company’s Board of Directors (the “Board”) has the authority to issue preferred stock and to determine the rights, preferences, privileges, and restrictions, including voting rights, without any further vote or action by the Company’s stockholders.
Common Stock
The Company has authorized a total of 500,000,000 shares of common stock, par value $0.001 per share.
At-The-Market Stock Offerings
In February 2026, the Company entered into a sales agreement with TD Securities LLC, as sales agent, to issue and sell shares of its common stock for an aggregate offering price of $60 million under an at-the-market (the “February 2026 ATM”) offering program. During the three and six months ended June 30, 2026, the Company issued and sold 1,919,821 shares of common stock under the February 2026 ATM for net proceeds of $46.8 million, after deducting commissions and offering costs.
2024 Rights Offering and Subscription Rights
In 2024, the Company executed a rights offering (the “2024 Rights Offering”), whereby the Company distributed non-transferable subscription rights to purchase up to an aggregate of units (the “2024 Units”) with an aggregate offering value of up to $60 million at no charge to all holders of the Company's common stock. The 2024 Rights Offering resulted in the sale of Units, at a price of $10.00 per 2024 Unit. Each 2024 Unit consisted of one share of the Company’s common stock, par value $0.001 per share, and two warrants, each being a warrant to purchase -half of one share of common stock. The common stock and warrants comprising the 2024 Units separated upon the closing of the 2024 Rights Offering and were issued individually. A total of 5,999,998 shares of common stock and warrants to acquire up to approximately an additional shares of common stock were issued in the offering. The Company received aggregate gross proceeds from the 2024 Rights Offering of $60 million. See 2024 Rights Offering Warrants below for additional details of the warrants. Robert W. Duggan, the Company’s majority stockholder and Co-Chairman, purchased approximately 88% of the units offered through the 2024 Rights Offering.
Common Stock Warrants
2024 Rights Offering Warrants
In connection with the 2024 Rights Offering, the Company issued 2024 Rights Offering Warrants to purchase a total of 5,999,999 shares of its common stock at an exercise price of $11.00 per whole share, which equaled 110% of the subscription price for the Units. The aggregate number of shares of the Company’s common stock issuable upon the exercise of each set of warrants included in a given subscription for Units was rounded up to the nearest whole share. Warrants were exercisable immediately and expire on the anniversary of the closing of the 2024 Rights Offering. The warrants issued in the rights offering were redeemable by the Company for $0.01 per warrant, on not less than thirty days’ written notice, if the volume-weighted average price (“VWAP”) of the Company’s common stock equaled or exceeded 150% of the exercise price, or $16.50, for twenty consecutive days for one-half of the warrants while the other half of the warrants required the VWAP of the Company’s common stock to equal or exceed 200% of the exercise price, or $22.00, for twenty consecutive trading days.
In February 2025, the Company redeemed the first tranche of common stock warrants, pursuant to the 150% redemption feature, totaling 36,442 warrants, which would have entitled the holders to purchase up to 18,221 shares of common stock. None of these warrants are still outstanding. In June 2026, the Company delivered an irrevocable notice of redemption to redeem the second tranche of common stock warrants as the VWAP of the Company’s common stock exceeded $22.00 per share over twenty consecutive trading days before the notice, with a stated redemption date of July 13, 2026.
As of June 30, 2026, there were no outstanding 2024 Rights Offering Warrants subject to the 150% redemption feature and there were 300,448 warrants outstanding subject to the 200% redemption feature, entitling holders to purchase up to 150,224 shares of common stock. For the six months ended June 30, 2026 and 2025, the Company received gross proceeds of $0.2 million and $14.1 million, respectively, from exercises of the 2024 Rights Offering Warrants. Cumulatively, as of June 30, 2026, the Company has received total gross proceeds of $63.7 million from exercises of the 2024 Rights Offering Warrants.
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