Annual report pursuant to Section 13 and 15(d)

Note 12 - Shareholders' Equity

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Note 12 - Shareholders' Equity
12 Months Ended
Dec. 31, 2019
Notes to Financial Statements  
Stockholders' Equity Note Disclosure [Text Block]
12.
Shareholders’ Equity
 
Authorized capital stock
 
DiaMedica has authorized share capital of an unlimited number of common voting shares and the shares do
not
have a stated par value.
 
Common shareholders are entitled to receive dividends as declared by the Company, if any, and are entitled to
one
vote per share at the Company's annual general meeting and any extraordinary general meeting.
 
Shareholders rights plan
 
The Company adopted a shareholder rights plan agreement (Rights Plan). The Rights Plan is designed to provide adequate time for the Board of Directors and the shareholders to assess an unsolicited takeover bid for the Company, to provide the Board of Directors with sufficient time to explore and develop alternatives for maximizing shareholder value if a takeover bid is made, and to provide shareholders with an equal opportunity to participate in a takeover bid and receive full and fair value for their common shares. The Rights Plan was renewed at the Company’s annual meeting of shareholders in
December 2017
and is set to expire at the close of the Company’s annual meeting of shareholders in
2020.
 
The rights issued under the Rights Plan will initially attach to and trade with the common shares and
no
separate certificates will be issued unless an event triggering these rights occurs. The rights will become exercisable only when a person, including any related person or entity, acquires or attempts to acquire
20%
or more of the outstanding common shares without complying with the “Permitted Bid” provisions of the Rights Plan or without approval of the Board of Directors. Should such an acquisition occur or be announced, each right would, upon exercise, entitle a rights holder, other than the acquiring person and related persons, to purchase common shares at a
50%
discount to the market price at the time.
 
Under the Plan, a Permitted Bid is a bid made to all holders of the common shares and which is open for acceptance for
not
less than
60
days. If at the end of
60
days at least
50%
of the outstanding common shares, other than those owned by the offeror and certain related parties have been tendered, the offeror
may
take up and pay for the common shares but must extend the bid for a further
10
days to allow other shareholders to tender.
 
The issuance of common shares upon the exercise of the rights is subject to receipt of certain regulatory approvals.
 
Equity issued during the year ended
December 31, 2019
 
During the year ended
December 31, 2019,
50,000
common shares were issued upon the exercise of options for gross proceeds of
$75,000
and
no
warrants were exercised.
 
Equity issued during the year ended
December 31, 2018
 
Public offering during
2018
 
On
December 11, 2018,
the Company issued and sold an aggregate of
4,100,000
common shares in an initial public offering at a price to the public of
$4.00
per share. As a result of the offering, the Company received gross proceeds of
$16.4
million, which resulted in net proceeds to the Company of approximately
$14.7
 million, after deducting the underwriting discount and offering expenses.
None
of the expenses associated with the initial public offering were paid to directors, officers, persons owning
ten
percent or more of any class of equity securities, or to their associates, or to our affiliates. On
December 11, 2018,
as additional underwriting compensation and in exchange for cash consideration of
$50,
the Company granted the underwriter a warrant to purchase
205,000
common shares (equal to
5.0%
of the common shares sold in the initial public offering) at an exercise price of
$4.80
per share (equal to
120%
of the initial public offering price per common share in the initial public offering), subject to customary anti-dilution provisions. The warrant is exercisable for a term of
five
years. The warrant includes a cashless exercise provision entitling the underwriter to surrender a portion of the underlying common shares that has a value equal to the aggregate exercise price in lieu of paying cash upon exercise.
 
Private placements during
2018
 
On
March 29, 2018,
the Company completed, in
two
tranches, a brokered and non-brokered private placement of
1,322,965
units at a price of
$4.90
per unit for aggregate gross proceeds of approximately
$6.3
 million. Each unit consisted of
one
common share and
one
half of
one
common share purchase warrant. The Company issued
661,482
warrants. Each warrant entitles the holder to purchase
one
common share at a price of
$7.00
at any time prior to expiry on
March 19, 2020
and
March 29, 2020
for Tranche
1
and Tranche
2,
respectively. The warrants are subject to early expiry under certain conditions. The warrant expiry date can be accelerated at the option of the Company, in the event that the volume-weighted average trading price of the Company’s common shares exceeds
$12.00
per common share for any
21
consecutive trading days. In connection with this offering, the Company paid aggregate finder’s fees of approximately
$384,000
and issued an aggregate of
80,510
compensation warrants. Each compensation warrant entitles the holder to purchase
one
common share at
$4.90
for a period of
2
years from the closing of this offering, subject to acceleration on the same terms as the common share purchase warrants.
 
During the year ended
December 31, 2018,
128,594
common shares were issued on the exercise of warrants for gross proceeds of
$607,000
and
16,954
common shares were issued on the exercise of options for gross proceeds of
$43,000.
 
Shares reserved
 
Common shares reserved for future issuance are as follows:
 
   
December 31, 2019
 
Stock options outstanding
   
1,220,359
 
Deferred share units outstanding
   
21,183
 
Shares available for grant under the 2019 Omnibus Incentive Plan
   
1,384,822
 
Common shares issuable under common share purchase warrants
   
971,953
 
Total
   
3,598,317