Item 1A. Risk Factors
Item
1A. Risk Factors
You
may experience future dilution as a result of future equity offerings or if we issue shares subject to options, warrants, stock awards
or other arrangements.
In
order to raise additional capital, we may in the future offer additional shares of our common stock or other securities convertible into
or exchangeable for our common stock at prices that may not be the same as the price per share in this offering. We may sell shares or
other securities in any other offering at a price per share that is less than the price per share paid by investors in this offering,
and investors purchasing shares or other securities in the future could have rights superior to existing stockholders. The price per
share at which we sell additional shares of our common stock, or securities convertible or exchangeable into common stock, in future
transactions may be higher or lower than the price per share paid by investors in this offering.
In
addition, as of September 30, 2021, there were warrants outstanding to purchase an aggregate of 158,761 shares of common stock at exercise
prices ranging from $1.88 to $75.00 per share, 2,121,035 shares issuable upon exercise of outstanding options at exercise prices ranging
from $2.80 to $42.09 per share, and 43,420 restricted stock units convertible to an equal amount shares. We may grant additional options,
warrants or stock awards. To the extent such shares are issued, the interest of holders of our common stock will be diluted.
Moreover,
we are obligated to issue shares of common stock upon achievement of certain clinical, regulatory and commercial milestones with respect
to certain of our drug candidates (i.e., NE3107, NE3291, NE3413, NE3789) pursuant to the asset purchase agreement, dated April 27, 2021,
by and among the Company, NeurMedix, Inc. and Acuitas Group Holdings, LLC, as amended on May 9, 2021. The achievement of these milestones
could result in the issuance of up to 18 million shares of our common stock, further diluting the interest of holders of our common stock.
Item
2. Unregistered sales of equity securities
None
Item
3. Defaults Upon Senior Securities
None
Item
4. Mine Safety Disclosures
None
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