Quarterly report pursuant to Section 13 or 15(d)

Stockholders' Equity

v3.8.0.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2018
Stockholders' Equity Note [Abstract]  
Stockholders’ Equity
15. Stockholders’ Equity
 
Stock-based Compensation 
 
The following table summarizes the stock-based compensation expense from stock option, employee stock purchase programs and restricted Common Stock awards and warrants for the three months ended March 31, 2018 and 2017:
 
 
 
For the Three Months Ended March 31,
 
($ in thousands)
 
2018
 
2017
 
Employee awards
 
$
828
 
$
367
 
Executive awards of Fortress Companies’ stock
 
 
632
 
 
1,463
 
Fortress Companies:
 
 
 
 
 
 
 
Avenue
 
 
349
 
 
5
 
Checkpoint
 
 
1,137
 
 
979
 
Mustang
 
 
1,995
 
 
-
 
Other
 
 
112
 
 
115
 
Total stock-based compensation
 
$
5,053
 
$
2,929
 
 
For the three months ended March 31, 2018 and 2017, approximately $2.3 million and $0.8 million, respectively, of stock-based compensation expense was included in research and development expenses in connection with equity grants made to employees and consultants and approximately $2.7 million and $2.1 million, respectively, was included in general and administrative expenses in connection with grants made to employees, members of the board of directors and consultants.
 
Stock Options
 
The following table summarizes Fortress stock option activities excluding activity related to Fortress Companies:
 
 
 
Number of shares
 
Weighted average
exercise price
 
Total weighted
average intrinsic
value
 
Weighted average
remaining
contractual life
(years)
 
Options vested and expected to vest at December 31, 2017
 
 
1,110,501
 
$
3.78
 
$
1,351,080
 
 
3.95
 
Exercised
 
 
-
 
 
-
 
 
-
 
 
-
 
Options vested and expected to vest at March 31, 2018
 
 
1,110,501
 
$
3.78
 
$
1,701,361
 
 
3.71
 
Options vested and exercisable
 
 
1,085,501
 
$
3.75
 
$
1,701,361
 
 
3.68
 
  
As of March 31, 2018, Fortress had no unrecognized stock-based compensation expense related to options.
 
Restricted Stock and Restricted Stock Units
 
The following table summarizes Fortress restricted stock awards and restricted stock units activities, excluding activities related to Fortress Companies:
 
 
 
Number of shares
 
Weighted average
grant price
 
Unvested balance at December 31, 2017
 
 
11,874,034
 
$
2.63
 
Restricted stock granted
 
 
1,392,856
 
 
3.99
 
Restricted stock vested
 
 
(213,334)
 
 
2.76
 
Restricted stock units granted
 
 
230,000
 
 
4.98
 
Restricted stock units forfeited
 
 
(42,417)
 
 
3.52
 
Restricted stock units vested
 
 
(64,750)
 
 
3.49
 
Unvested balance at March 31, 2018
 
 
13,176,389
 
$
2.81
 
  
As of March 31, 2018, and 2017, the Company had unrecognized stock-based compensation expense related to restricted stock and restricted stock unit awards of approximately $8.4 million and $3.4 million, respectively, which is expected to be recognized over the remaining weighted-average vesting period of 3.1 years and 2.8 years, respectively.
 
Warrants
 
The following table summarizes Fortress warrant activities, excluding activities related to Fortress Companies:
 
 
 
Number of shares
 
Weighted average
exercise price
 
Total weighted
average intrinsic
value
 
Weighted average
remaining
contractual life
(years)
 
Outstanding as of December 31, 2017
 
 
2,774,189
 
$
3.30
 
$
2,204,530
 
 
4.47
 
Granted
 
 
-
 
 
-
 
 
-
 
 
-
 
Forfeited
 
 
-
 
 
-
 
 
-
 
 
-
 
Outstanding as of March 31, 2018
 
 
2,774,189
 
$
3.30
 
$
3,586,975
 
 
4.22
 
Exercisable as of March 31, 2018
 
 
869,189
 
$
3.96
 
$
634,225
 
 
3.81
 
 
Employee Stock Purchase Plan
 
Eligible employees can purchase the Company’s Common Stock at the end of a predetermined offering period at 85% of the lower of the fair market value at the beginning or end of the offering period. The ESPP is compensatory and results in stock-based compensation expense.
 
As of March 31, 2018, 245,652 shares have been purchased and 154,348 shares are available for future sale under the Company’s ESPP. Share-based compensation expense recorded was approximately $38,000 and $35,000, respectively for the three months ended March 31, 2018 and 2017.
 
Capital Raises
 
Fortress
 
At the Market Offering
 
Pursuant to the terms of the Company’s Amended and Restated At Market Issuance Sales Agreement, or Sales Agreement, with MLV & Co. LLC, or MLV, and FBR Capital Markets & Co., or FBR (the “ATM”), for the period ended March 31, 2018, the Company issued 64,797 shares of common stock at an average price of $4.92 per share for gross proceeds of $0.3 million. In connection with these sales the Company paid a fee of approximately $5,700 to FBR.
 
Fortress Companies
 
Checkpoint Therapeutics, Inc.
 
Checkpoint Public Offering of Common Stock
 
On March 12, 2018, Checkpoint closed on underwritten public offering, whereby it sold 5,290,000 shares of its common stock at a price of $4.35 per share for gross proceeds of approximately $23.0 million. Total net proceeds from this offering were approximately $20.8 million, net of underwriting discounts and estimated offering expenses of approximately $2.2 million. The shares were sold under a Registration Statement (No. 333-221493) on Form S-3, filed by Checkpoint with the Securities and Exchange Commission.