| 13. Stockholders' Equity |
13. Stockholders’ Equity Common Stock For the nine months ended November 30, 2021 | | Number of shares | | | Amount | | Balance, February 28, 2021 | | | 42,413,691 | | | $ | 4,242 | | Issuance of shares upon settlement of restricted stock units | | | 231,660 | | | | 24 | | Issuance of shares for cash | | | 4,714,813 | | | | 471 | | Issuance of shares upon exercise of warrants | | | 11,666 | | | | 1 | | Issuance of shares upon exercise of options | | | 16,226 | | | | 2 | | Balance, November 30, 2021 | | | 47,388,056 | | | $ | 4,740 | |
For the nine months ended November 30, 2020 | | Number of shares | | | Amount | | Balance, February 29, 2020 | | | 39,910,774 | | | $ | 3,992 | | Issuance of shares for cash | | | 2,087,000 | | | | 209 | | Issuance of shares upon the exercise of warrants | | | 190,529 | | | | 19 | | Issuance of shares upon settlement of restricted stock units | | | 224,436 | | | | 22 | | Balance, November 30, 2020 | | | 42,412,739 | | | $ | 4,242 | |
During the nine months ended November 30, 2021, the Company recorded the following common stock transactions: (i) | The Company issued 231,660 shares of the common stock to settle restricted stock units that vested in the period. | (ii) | The Company issued 4,714,813 shares of its common stock, with warrants, at an aggregate offering price of $12.00 per share for total gross proceeds of $56,577,756 and net proceeds of $56,084,304. | (iii) | The Company issued 11,666 shares of its common stock upon the exercise of a warrant. | (iv) | The Company issued 16,226 shares of its common stock upon the exercise of stock options. |
During the nine months ended November 30, 2020, the Company recorded the following common stock transaction: (i) | On September 23, 2020 and October 1, 2020, the Company sold 1,880,000 and 207,000 shares, respectively of its common stock at an offering price of $12.75 per share in a registered direct offering, for total gross proceeds of $26,609,250. | (ii) | The company issued 192,529 shares of its common stock upon the exercise of warrants. | (iii) | On October 15, 2020, the Company issued 200,000 shares of common stock to settle restricted stock units related to the President and Chief Executive Officer. | (iv) | The Company issued 24,436 shares of its common stock to settle restricted stock units that vested in the period. |
On June 22, 2021, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) by and between the Company and SK global chemical Co., Ltd, an accredited investor (the “Purchaser”). Pursuant to the Purchase Agreement, the Company sold to the Purchaser the following securities on July 29, 2021 for an aggregate purchase price of $56.5 million (collectively, the “SKGC Investment”): | · | an aggregate of 4,714,813 shares (the “Shares”) of the Company’s common stock (the “Common Stock”); | | | | | · | warrants to purchase 4,714,813 shares of Common Stock for an exercise price of $15.00 (the “First Tranche Warrants”), with an expiration date of the third anniversary of the issue date; | | | | | · | warrants to purchase 2,357,407 shares of Common Stock for an exercise price of $20.00 (the “Second Tranche Warrants”), with an expiration date of the earlier of (A) the date that is the third anniversary of the First Plant Milestone (as defined in the Second Tranche Warrants), (B) the expiration of the JV Negotiation Period (as defined in the Second Tranche Warrants), provided that the Joint Venture Transaction Agreements (as defined in the Second Tranche Warrants) have not been executed by the expiration of the JV Negotiation Period and (C) the third anniversary of the BDP Date (as defined in the Second Tranche Warrants), provided that the First Plant Milestone has not occurred as of such date; and | | | | | · | warrants to purchase 461,298 shares of Common Stock for an exercise price of $11.00, with an expiration date of June 14, 2022 (the “Third Tranche Warrants,” and together with First Tranche Warrants and the Second Tranche Warrants, the “Warrants”). |
The Purchaser may exercise the First Tranche Warrant at any time beginning on January 29, 2022 and the Second Tranche Warrant at any time on or after the later to occur of (i) January 29, 2022 and (ii) the first business day following the First Plant Milestone (as defined in the Second Tranche Warrant) prior to its expiration date. The Purchaser may exercise the Third Tranche Warrant at any time prior to June 14, 2022. The table below summarizes the allocation of the aggregate purchase price, net of issuance costs, based on the relative fair-value of the components at the grant date: Common stock | | $ | 34,622,854 | | First Tranche Warrants | | | 13,158,981 | | Second Tranche Warrants | | | 7,167,195 | | Third Tranche Warrants | | | 1,135,274 | | | | $ | 56,084,304 | |
The fair value of the warrants was determined using the Black-Scholes model. After the closing of the SKGC Investment, the Purchaser owns approximately 10.0% of the issued and outstanding Common Stock as of that date.
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