NOTE 11. STOCKHOLDERS’ EQUITY (DEFICIT)

Common Stock Offerings

Initial Public Offering

On May 17, 2017, the Company completed its IPO. In connection with the IPO, the Company sold 2,500,000 shares of its common stock at $15.00 per share for aggregate net proceeds of $32,580, after deducting underwriting discounts, commissions and offering costs of $4,920.

Concurrent with the closing of the IPO, the following transactions were completed in accordance with the related agreements (see Notes 8 and 10 for additional information):

Other Common Stock Offerings

On November 21, 2017, the Company completed an offering of its common stock, pursuant to which the Company sold an aggregate of 1,121,250 shares of its common stock (which included the full exercise of the underwriters’ option to purchase additional shares) at $23 per share for aggregate net proceeds of $23,762, after deducting underwriting discounts and commissions and offering costs of $2,027.

On June 25, 2018, the Company completed an offering of its common stock, pursuant to which the Company sold an aggregate of 1,955,000 shares of common stock (which included the full exercise of the underwriters’ option to purchase additional shares) at $18.00 per share, for aggregate net proceeds of approximately $32,780 after deducting underwriting discounts and commissions and offering costs of approximately $2,300.

Other Common Stock Transactions

In 2018, the Company issued a total of 941,548 shares of its common stock in connection with its acquisitions of Performance Bridge, Wazee Digital and Machine Box. See Note 3 for additional information.

In 2018, the Company issued an aggregate of 276,561 shares of its common stock in connection with the exercise of stock options, the vesting of restricted stock units under its stock incentive plans, and purchases under its Employee Stock Purchase Plan (the “ESPP”).  Also in 2018, the Company cancelled a total of 4,184 shares of its common stock in connection with the forfeiture of restricted stock due to terminations or in payment of withholding taxes.  In 2017, the Company issued an aggregate of 145,069 shares of its common stock in connection with the exercise of stock options and issuance of stock awards, and cancelled a total of 23,470 of its common stock in connection with the forfeiture of restricted stock due to terminations or in payment of withholding taxes.  See Note 12 for additional information.

In 2018 and 2017, the Company issued 7,412 shares and 6,000 shares of its common stock, respectively, to accredited investors in consideration for services rendered. The Company valued these stock issuances based on the closing price of its common stock on the issuance date and recorded the expense of $130 and $90 in general and administrative expenses in the Company’s consolidated statement of operations for the years ended December 31, 2018 and 2017, respectively.

In March and April 2017, the Company issued a total of 210,000 shares of its common stock to the Bridge Loan Lenders.  See Note 8 for additional information.

In January 2017, the Company repurchased 7,500 shares of its common stock at the estimated fair market value prior to the IPO from a former employee in connection with a settlement agreement.

Dividends on Common Stock

The Company has never declared or paid cash dividends on its common stock. The Company currently intends to retain all available funds and any future earnings for use in the operation of the business and does not anticipate paying any dividends on its common stock in the foreseeable future. Any future determination to declare dividends will be made at the discretion of the Company’s Board of Directors and will depend on the Company’s financial condition, operating results, capital requirements, general business conditions and other factors that the Board of Directors may deem relevant.

Reverse Split

In April 2017, the Company’s Board of Directors and stockholders approved a 0.6-for-1.0 reverse split of the Company’s common stock, which was effected on April 20, 2017 (the “Reverse Split”). In connection with the Reverse Split, each share of the Company’s issued and outstanding common stock was converted and combined into 0.6 shares of common stock. No fractional shares were issued in connection with the reverse split, and any fractional shares resulting from the Reverse Split were cashed out. The Company has reflected the effect of the Reverse Split in these consolidated financial statements as if it had occurred at the beginning of the earliest period presented. As a result of the Reverse Split, the conversion price of each series of preferred stock and the exercise prices of options and stock warrants were proportionally increased.

Increase in Authorized Shares of Common Stock

In May 2017, the Company’s Board of Directors and stockholders approved the increase in the Company’s authorized common stock to 75,000,000 shares from 38,500,000 shares (par value of $0.001 per share), effective immediately following the closing of the IPO upon the filing of the Company’s amended and restated certificate of incorporation. The authorized number of shares of common stock remains unchanged at 75,000,000 shares.

Common Stock Warrants

As of December 31, 2018 and 2017, the Company had a total of 1,297,151 and 1,524,573 warrants issued and outstanding, respectively. The Company issued a five-year warrant in April 2018 which enables the holder to purchase up to 20,000 shares of the Company’s common stock. In June 2018, the Company canceled the warrant issued to Westwood One (“WWO”), which enabled WWO to purchase up to 247,422 shares of the Company’s common stock.

The table below summarizes the warrants outstanding at December 31, 2018: