Subsequent Events |
12 Months Ended |
|---|---|
Dec. 31, 2022 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events At-the-Market Offering
On February 6, 2023, the Company entered into a sales agreement (the "ATM Sales Agreement") with Needham & Company, LLC (“Needham”), as agent, pursuant to which the Company may offer and sell, from time to time through Needham, shares of its common stock, par value $0.00001 per share . As of March 8, 2023, we have sold $11.0 million of shares.
The offer and sale of the shares of common stock will be made pursuant to a shelf registration statement on Form S-3 and the related prospectus. Pursuant to the prospectus supplement and the ATM Sales Agreement, the Company may offer and sell up to $4.0 million of shares of common stock. Sales of shares, if any, under the prospectus supplement and the accompanying prospectus may be made by any method permitted that is deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act.
The Company will pay Needham commissions for its services in acting as agent in the sale of the shares pursuant to the ATM Sales Agreement. Needham will be entitled to compensation at a fixed commission rate equal to 3.0% of the aggregate gross proceeds from each sale of the shares pursuant to the ATM Sales Agreement. The Company has agreed to provide Needham with customary indemnification and contribution rights, including for liabilities under the Securities Act. The Company also will reimburse Needham for certain specified expenses in connection with entering into the ATM Sales Agreement. The Sales Agreement contains customary representations and warranties and conditions to the placements of the shares pursuant thereto.
Silicon Valley Bank Closure
On March 10, 2023, Silicon Valley Bank (“SVB”) was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation (“FDIC”) as receiver. SVB’s deposits are insured by the FDIC in amounts up to $250,000 for each deposit account. The Company held approximately $4 million in deposit accounts at SVB. This amount exceeded the FDIC deposit limit and the majority was not insured by the FDIC (the “uninsured amount”). The remainder of the Company's cash and cash equivalents was held at a third party custodian institution. On March 13, 2023, the FDIC announced that it had transferred all deposits – both insured and uninsured – and substantially all assets of the former SVB to a newly created, full-service FDIC-operated “bridge bank” called Silicon Valley Bridge Bank, N.A. (“SVBB”). Additionally, SVBB has announced that it will be fully honoring existing credit facilities.
On March 13, 2023, the Company regained full access to all of its cash and cash equivalents and believes that the closure of SVB will not impact the availability of its line of credit with the bridge bank. The Company does not currently anticipate any material disruptions to its ongoing operations.
The Company's third amended and restated loan and security agreement requires the Company to maintain at least 90% of the dollar value of all the Company's operating and depository accounts either in SVB accounts or in third party custodian accounts advised by SVB’s asset management affiliate (“SAM accounts”). In light of the status of SVB, following its closure, the Company established bank accounts and moved a portion of the Company's cash resources to another financial institution. The Company is now in discussions with SVBB regarding an amendment to the third amended and restated loan and security agreement to increase the percentage of cash that we can
maintain in other accounts. The Company expects to resolve this issue by negotiating the amendment with SVBB and/or transferring cash to SAM accounts or to SVBB accounts, or by repaying our outstanding loan balances.
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