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addition, our amended and restated bylaws provide that we are required to advance expenses to our directors and officers as incurred in connection with legal proceedings against them
for which they may be indemnified and that the rights conferred in the amended and restated bylaws are not exclusive.
present, there is no pending litigation or proceeding involving any of our directors, officers or employees for which indemnification is sought, and we are not aware of any threatened
litigation that may result in claims for indemnification.
intend to enter into indemnification agreements with each of our directors and executive officers. These agreements, among other things, would require us to indemnify each director
and officer to the fullest extent permitted by Delaware law, the amended and restated certificate of incorporation and amended and restated bylaws, for expenses such as, among other things, attorneys'
fees, judgments, fines, and settlement amounts incurred by the director or executive officer in any action or proceeding, including any action by or in our right, arising out of the person's services
as our director or executive officer or as the director or executive officer of any subsidiary of ours or any other company or enterprise to which the person provides services at our request. We also
maintain directors' and officers' liability insurance.
SEC has taken the position that personal liability of directors for violation of the federal securities laws cannot be limited and that indemnification by us for any such violation
is unenforceable. The limitation of liability and indemnification provisions in our amended and restated certificate of incorporation and amended and restated bylaws may discourage stockholders from
bringing a lawsuit against our directors and officers for breach of their fiduciary duty. They may also reduce the likelihood of derivative litigation against our directors and officers, even though
an action, if successful, might benefit us and other stockholders. Further, a stockholder's investment may be adversely affected to the extent that we pay the costs of settlement and damage awards
against directors and officers as required by these indemnification provisions.
Item 15. Recent Sales of Unregistered Securities
Set forth below is information regarding securities we have issued within the past three years that were not registered under the
(1) Issuances of Capital Stock
August 2, 2011, the Registrant issued and sold to investors an aggregate of 13,202,932 shares of its Series C preferred stock and warrants to purchase 10,471,282 shares
of its common stock, at a purchase price of $1.15 per share, for aggregate consideration of approximately $15,183,371, which was paid for in cash.
May 13, 2014, the Registrant issued and sold to investors an aggregate of 52,813,827 shares of its Series D preferred stock, at a purchase price of $0.588656 per share,
for aggregate consideration of $25,000,000. This included 10,344,201 shares of its Series D preferred stock in exchange for conversion of approximately $4,565,934 of principal indebtedness and
unpaid accrued interest thereon under the promissory notes described in paragraph (2) below, at a conversion price of $0.4414 per share, which represented a 25% discount on the purchase price
per share of the Registrant's Series D preferred stock issued and sold in the offering.
(2) Sale of Convertible Promissory Notes
September 4, 2013, the Registrant issued and sold to investors convertible promissory notes in the aggregate principal amount of $4,338,660, which notes bore interest at the
rate of 8% per annum.
(3) Stock Option Grants and Exercises
During the three-year period ended August 31, 2014, we have granted to employees, consultants and directors options to purchase 17,982,120 shares of our common stock under
our 2006 Equity Incentive