Annual report pursuant to Section 13 and 15(d)

Registered Direct Equity Offerings

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Registered Direct Equity Offerings
12 Months Ended
May 31, 2021
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Registered Direct Equity Offerings

Note 13. Registered Direct Equity Offerings

From June 1, 2019 to November 30, 2019, the Company entered into subscription agreements with certain investors for the sale of approximately 19.1 million shares of common stock at purchase prices ranging between $0.30 and $0.40 per share in registered direct offerings, pursuant to a registration statement on Form S-3. The investors in these offerings also received warrants to purchase approximately 12.0 million shares of common stock with an exercise price of $0.45 per share and a five-year term. The Company received net proceeds from the offerings of approximately $6.3 million. In addition, the placement agent received warrants covering approximately 0.7 million shares of common stock (or 1.3% of total shares sold to investors) with per share exercise prices ranging between $0.40 and $0.44, a five-year term and a cashless exercise provision.

On December 9, 2019, the Company entered into subscription agreements with certain investors for the sale of approximately 2.6 million shares of common stock at a purchase price of $0.30 per share in a registered direct offering, pursuant to a registration statement on Form S-3. The investors in this offering also received warrants to purchase 1.9 million shares of common stock with an exercise price of $0.45 per share and a five-year term. The Company received net proceeds from the offering of approximately $0.75 million.

On December 13, 2019, the Company entered into subscription agreements with certain investors for the sale of approximately 2.4 million shares of common stock at a purchase price of $0.30 per share in a registered direct offering, pursuant to a registration statement on Form S-3. The investors in this offering also received warrants to purchase approximately 1.8 million shares of common stock with an exercise price of $0.45 per share and a five-year term. The Company received net proceeds from the offering of approximately $0.73 million.

On December 23, 2019, the Company entered into subscription agreements for the sale of approximately 14.8 million shares of common stock and warrants to purchase up to an aggregate of approximately 7.4 million shares of common stock for a combined purchase price of $0.305 per share in a registered direct offering, pursuant to a registration statement on Form S-3. Each share of common stock was sold together with one-half of one warrant to purchase one share of common stock for a combined purchase price of $0.305 per share. As partial consideration for execution of a License Agreement and Supply Agreement, Vyera’s parent company, Phoenixus AG (“Phoenixus”), made a $4.0 million equity investment pursuant to the registered direct offering. The offering also included $0.5 million of shares and related warrants sold to an entity associated with David F. Welch Ph.D., a then member of the Board, on terms identical to those applicable to Phoenixus. The Company received net proceeds from this offering of approximately $4.5 million.