ClearPoint Neuro, Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2015

Schedule of assumptions used in calculating the fair value of the warrants

Assumptions used in calculating the fair value of the warrants are as follows:


	December 31,
	2015		2014
Dividend yield		0%		0%
Expected volatility		47.17% - 48.83%		39.3% - 100.0%
Risk free interest rates		0.855%-1.0775%		0.67% - 1.12%
Expected remaining term (in years)		1.51 – 2.07		2.51 - 3.07

Schedule of fair value of liabilities measured on recurring basis

The fair values and the changes in fair values of the warrants accounted for as derivative liabilities are reflected below:

Balance, December 31, 2013	$	3,747,858
Gain on change in fair value for the year ended December 31, 2014		(1,549,696	)
Balance, December 31, 2014		2,198,162
Gain on change in fair value for the year ended December 31, 2015		(1,539,876	)
Balance, December 31, 2015	$	658,286

Schedule of compensation stock option activity

Activity with respect to stock options issued by the Company is summarized as follows:

	Options Outstanding			Options Exercisable		Range of Exercise Prices					Weighted- average Exercise price per share		Intrinsic Value (1)
Outstanding at December 31, 2013		7,430,225				$	0.88	-	$	9.64	$	1.47	$	1,493,368
Exercisable at December 31, 2013					4,416,292	$	0.88	-	$	9.64	$	1.68	$	566,589
Activity during the year ended December 31, 2014
Granted		3,284,500				$	0.80	-	$	1.46	$	1.09
Exercised		(162,500	)			$	0.88	-	$	0.88	$	0.88
Cancelled or forfeited		(208,916	)			$	0.88	-	$	9.64	$	1.42
Outstanding at December 31, 2014		10,343,309				$	0.80	-	$	9.64	$	1.36	$	4,800
Exercisable at December 31, 2014					5,627,505	$	1.00	-	$	9.64	$	1.56	$	600
Activity during the year ended December 31, 2015
Granted		2,476,500				$	0.74	-	$	1.06	$	0.82
Exercised		-					-	-		-		-
Cancelled or forfeited		(888,500	)			$	0.80	-	$	3.20	$	1.48
Outstanding at December 31, 2015		11,931,309									$	1.22		-
Exercisable at December 31, 2015					7,168,642						$	1.41		-

(1)

Intrinsic value is calculated as the estimated fair value of the Company’s stock at the end of the related period less the option exercise price of in-the-money options.

Schedule of stock options by exercise price range

The following table summarizes information about stock options at December 31, 2015 (contractual life expressed in years):

			Options Outstanding						Options Exercisable
Range of Exercise Prices			Number Outstanding		Weighted - Average Remaining Contractual Life		Weighted - Average Exercise Price		Number Exercisable		Weighted - Average Remaining Contractual Life		Weighted - Average Exercise Price
$0.74	-	$1.13		8,084,067		8.14	$	0.98		3,653,400		6.87	$	1.02
$1.16	-	$2.09		3,791,117		6.19	$	1.69		3,459,117		5.87	$	1.72
$3.20	-	$9.64		56,125		2.61	$	7.95		56,125		2.61	$	7.95
				11,931,309						7,168,642

Schedule of summary of the status of the Company''s nonvested stock options

A summary of the status of the Company’s nonvested stock options during the years ended December 31, 2015 and 2014 is presented below:

Nonvested Stock Options	Shares			Weighted - Average Grant Date Fair Value
Nonvested January 1, 2014		3,013,933		$	0.56
Activity during the year ended December 31, 2014
Granted		3,284,500		$	0.63
Forfeited		(46,416	)	$	0.76
Vested		(1,536,213	)	$	0.58
Nonvested December 31, 2014		4,715,804		$	0.52
Activity during the year ended December 31, 2015
Granted		2,476,500		$	0.47
Forfeited		(102,500	)	$	0.59
Vested		(2,327,137	)	$	0.53
Nonvested December 31, 2015		4,762,667		$	0.47

Schedule of share based payment award stock option valuation assumptions

The assumptions used in calculating the fair value under the Black-Scholes option-pricing model are as follows:

	Years Ended December 31,
	2015		2014
Dividend yield		0%		0%
Expected Volatility		46.67% to 47.93%		49.4% to 51.8%
Risk free Interest rates		1.48% to 1.80%		1.73% to 2.71%
Expected lives (in years)		6.0		5.5 - 6.0

Schedule of stockholders' equity note warrants or rights

Warrants have generally been issued in connection with financing transactions and for terms of up to five years. Common stock warrant activity for the years ended December 31, 2015 and 2014 is as follows:

	Shares			Weighted - Average Exercise Price
Outstanding at December 31, 2013		12,136,865		$	0.79	(1)
Issued during the year ended December 31, 2014		8,622,271		$	0.98
Outstanding at December 31, 2014		20,759,136		$	0.80	(1)
Activity during the year ended December 31, 2015
Issued		13,082,410		$	0.45
Terminated		(25,444	)	$	8.00
Outstanding at December 31, 2015		33,816,102		$	0.66

(1)	The weighted-average exercise price reflects exercise prices adjustments triggered by the December 2014 and December 2015 Private Placements described above.

Schedule of information regarding outstanding warrants

Information regarding outstanding warrants at December 31, 2015 is as follows (contractual life expressed in years):

Exercise Price		Number Outstanding		Weighted - Average Remaining Contractual Life		Intrinsic Value (1)
$	0.32		4,600,842		2.07	$	276,051
$	0.41		8,154,629		4.98	$	-
$	0.53		4,892,781		4.98	$	-
$	0.60		458,977		1.15	$	-
$	0.75		2,577,750		1.11	$	-
$	0.86		7,432,021		3.98	$	-
$	0.94		2,727,274		1.50	$	-
$	0.97		343,578		1.50	$	-
$	1.00		1,395,000		1.42	$	-
$	1.75		1,233,250		1.51	$	-
			33,816,102		3.43	$	276,051

(1)	Intrinsic value is calculated as the estimated fair value of the Company’s stock at December 31, 2015 less the warrant exercise price of in-the-money warrants.

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

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