Item 2. Unregistered Sales of Equity Securities and Use of
Use of Proceeds from Unregistered Securities
Purchase of Equity Securities
We did not purchase
any of our registered equity securities during the period covered by this Quarterly Report on Form 10-Q.
Use of Proceeds from Initial Public
On October 27, 2014,
we completed the sale of 6,110,000 shares of Common Stock and, on November 21, 2014, we completed the sale of 916,500 shares of
Common Stock upon the exercise of an option by our underwriters to purchase additional shares, in each case at a public offering
price of $10 per share for aggregate gross proceeds of $70,265,000. The offer and sale of all of the shares in the Initial Public
Offering, or IPO, were registered under the Securities Act of 1933, as amended, or the Securities Act, pursuant to a registration
statement on Form S-1, as amended (File No. 333-198777), which was declared effective by the SEC on October 21, 2014. The joint
book-running managers for the IPO were Stifel, Nicolaus & Company, Incorporated and JMP Securities LLC. The co-managers for
the IPO were Robert W. Baird & Co. Incorporated and Oppenheimer & Co. Inc. Following the sale of the shares in connection
with the closing of the IPO, the offering terminated.
We received net proceeds
from the IPO, including the exercise of the underwriter’s over-allotment, of approximately $62,500,000, after deducting underwriting
discounts and commissions of approximately $4,919,000 and offering-related expenses of approximately $2,830,000 payable by us.
None of the expenses associated with the IPO were paid to directors, officers, persons owning 10% or more of any class of equity
securities, or to their associates, or to our affiliates.
There has been no material
change in the planned use of proceeds from our IPO as described in our final prospectus filed with the SEC pursuant to Rule 424(b)
of the Securities Act on October 22, 2014. We are holding the balance of the net proceeds from the IPO in investments in U.S.
Treasuries, certificates of deposit, and U.S. government-backed and agency securities. As of October, 31, 2017, we estimate that
we have used approximately $56.5 million of the net proceeds from the IPO to fund the clinical development of vonapanitase and
for other general corporate purposes.
5. Other Information
There have been no material changes to
the procedures by which security holders may recommend nominees to the registrant’s board of directors other than as described
On August 1, 2017, in connection with the
closing of the Series A Preferred Stock financing, the Company filed the Certificate of Designation with the Delaware Secretary
of State. As set forth in the Certificate of Designation, prior to the first date that the volume-weighted average price per share
of Common Stock for each of the trading days during any twenty consecutive trading days ending on or at any time after the one
year anniversary of the approval of the Company’s biologics license application for the Company’s product vonapanitase
by the United States Food and Drug Administration is greater than 200% of the conversion price, he holders of a majority of the
outstanding shares of Series A Preferred Stock are entitled to elect one (1) member of the Company’s Board of Directors.
Item 6. Exhibits
The exhibits filed
as part of this Quarterly Report on Form 10-Q are set forth on the Exhibit Index, which Exhibit Index is incorporated herein by