Quarterly report pursuant to Section 13 or 15(d)

Note 9 - Share Capital

v3.19.3
Note 9 - Share Capital
9 Months Ended
Sep. 30, 2019
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]
9.
Share capital:
 
The Company has authorized share capital of an unlimited number of common voting shares.
 
(a)
Equity issuances:
 
(i)
2019
Confidentially Marketed Public Offering (CMPO)
 
On
June 3, 2019,
the Company completed a confidentially marketed public offering through the issuance of
11,500,000
common shares at a price of
$1.85
per share for gross proceeds of
$21.275
million and net proceeds of approximately
$19.736
million (approximately
$19.594
million net of share issue costs). Costs associated with the proceeds consisted of a
7%
cash commissions and share issue costs, which consisted of agent commission, legal and professional fees and listing fees.
 
(ii)
2019
Share Purchase agreement
 
On
May 7, 2019,
the Company entered into the
2019
Aspire Purchase Agreement, which provides that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of
$20
million of Common Shares over approximately
30
months. The
2019
Purchase Agreement limits the amount of Aptose’s common shares that Aspire can own at
one
time to
9.99%
of the issued and outstanding common shares of the Company, and limits the maximum number of common shares that can be issued under the Agreement to
19.99%
of the Company’s outstanding common shares on the date of the
2019
Purchase Agreement unless shareholder approval is obtained or the shares issued to date once the
19.99%
threshold is reached have an average purchase price equal to or exceeding
$2.10.
Pursuant to the terms of this agreement, on
May 13, 2019,
the Company issued
171,428
Common Shares (“Commitment Shares”) to Aspire Capital in consideration for entering into the
2019
Aspire Purchase Agreement. The Company recorded
$360
thousand in general and administrative expenses related to the issuance of the Commitment Shares. As at
September 30, 2019,
the Company had
not
issued any shares under the
2019
Aspire Purchase Agreement, other than the Commitment Shares.
 
(iii)
2018
Share Purchase agreement
 
On
May 30, 2018,
the Company entered into the
2018
Aspire Purchase Agreement, which provides that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of
$20
million of Common Shares over approximately
30
months. Pursuant to the terms of this agreement, on
June 8, 2018,
the Company issued
170,261
Common Shares (“Commitment Shares”) to Aspire Capital in consideration for entering into the
2018
Aspire Purchase Agreement. The Company recorded
$600
thousand in general and administrative expenses related to the issuance of the Commitment Shares. During the period from
January 1, 2019
up to
May24,
2019,
the date the
2018
Aspire Purchase Agreement was terminated, the Company issued
5,502,433
common shares under the agreement at an average price of
$1.82
per share for gross and net proceeds of
$10
million. On a cumulative basis up to
May24,
2019,
the Company raised a total of approximately
$11.9
million gross and net proceeds under the
2018
Aspire Purchase Agreement. As of
May24,
2019,
the Company has issued
6,409,980,
the maximum number of shares issuable under this facility without shareholder approval.
 
(iv)
2017
Share purchase agreement
 
On
October 27, 2017,
the Company entered into the
2017
Aspire Purchase Agreement, which provided that, upon the terms and subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of
$15,500,000
of Common Shares over approximately
30
months. During the year ended
December 31, 2017,
and pursuant to the terms of the Aspire Purchase Agreement, Aspire Capital purchased
357,143
Common Shares for gross proceeds of
$500
thousand (
$324
thousand net of cash share issue costs) and the Company also issued
321,429
Common Shares to Aspire Capital in consideration for entering into the Aspire Purchase Agreement.
 
During the
nine
months ended
September 30, 2018,
the Company issued
5,231,953
common shares under the Aspire Purchase Agreement at an average price of
$2.87
per share for gross and net proceeds of approximately
$15
million. On a cumulative basis to
September 30, 2018,
the Company has raised a total of
$15.5
million gross proceeds under the Aspire Purchase Agreement, the total amount that was available under the Agreement.
 
(v)
2019
At-The-Market (“ATM”) Facility
 
On
May 24, 2019,
the Company entered into an “At-The-Market” Facility (“ATM”) equity distribution agreement with Piper Jaffray and Canaccord Genuity acting as co-agents. Under the terms of this facility, the Company
may,
from time to time, sell shares of our common stock having an aggregate offering value of up to
$40
million through Piper Jaffray and Cannacord Gennuity on the Nasdaq Capital Market. During the
nine
months ended
September 30, 2019,
the Company did
not
issue any shares under this ATM equity.
  
(vi)
2018
At-The-Market (“ATM”) Facility
 
On
March 27, 2018,
the Company entered into an “At-The-Market” Facility (“ATM”) equity distribution agreement with Cantor Fitzgerald acting as sole agent. Under the terms of this facility, the Company
may,
from time to time, sell shares of our common stock having an aggregate offering value of up to
$30
million through Cantor Fitzgerald on the Nasdaq Capital Market. During the
nine
months ended
September 30, 2019,
the Company issued
77,349
shares under this ATM equity facility at an average price of
$2.37
for gross proceeds of
$183
thousand (
$178
thousand net of share issue costs). During the
nine
months ended
September 30, 2018,
the Company issued
2,017,046
shares under this ATM equity facility at an average price of
$3.49
for gross proceeds of
$7.0
million (
$6.8
million net of share issue costs). Costs associated with the proceeds consisted of a
3%
cash commission. On a cumulative basis to
September 30, 2019,
the Company has raised a total of
$11.2
million gross proceeds (
$10.9
million net of share issue costs) under the ATM Facility. The Company terminated this agreement on
May 24, 2019.
 
(b)
Loss per share:
 
Loss per common share is calculated using the weighted average number of common shares outstanding and is presented in the table below:
 
             
    Three months ended
September 30,
    Nine months ended
September 30,
 
(in thousands)   2019     2018     2019     2018  
                         
Net loss   $
(6,844
)   $
(5,531
)   $
(18,568
)   $
(22,607
)
Weighted-average common shares – basic and diluted    
55,454
     
34,587
     
47,315
     
32,039
 
Net loss per share – basic and diluted   $
(0.12
)   $
(0.16
)   $
(0.39
)   $
(0.71
)
 
The effect of any potential exercise of the Company’s stock options outstanding during the
three
and
nine
month periods ended
September 30, 2019
and
September 30, 2018
has been excluded from the calculation of diluted loss per common share as it would be anti-dilutive.