Equity

3 Months Ended

Mar. 31, 2022

Equity [Abstract]

Equity

Equity

Series B Convertible Preferred Stock

The Series B Convertible Preferred Stock of the Company (the “Series B Preferred Stock”) paid a 4.0% cumulative dividend per annum prior to the quarterly dividend payment ending on June 30, 2021, and pays a 6.0% cumulative dividend per annum thereafter. Dividends, if declared, are paid at the end of each quarter based on dividend amounts that accumulate beginning on the last payment date through the day prior to the end of each quarter. In lieu of paying a dividend, the Company may elect to accrue the dividend owed to shareholders. Accrued dividend balances accumulate dividends at the prevailing dividend rate for each dividend period for which they are outstanding.

Each share of Series B Preferred Stock is convertible into the Company’s common stock at any time at the option of the holder. Shares are converted based on the liquidation preference of $1,000 per share (the “Liquidation Preference”) plus any accrued or accumulated dividends through the date of the conversion at a conversion price of $3.85 per common share. The Series B Preferred Stock, including any accumulated and unpaid dividends, automatically converts into common stock at any time after July 2, 2023, provided that the common stock has traded at $7.70 per share or more for (i) 20 out of the preceding 30 consecutive trading days and (ii) on such date of conversion.

The holders of the Series B Preferred Stock, voting as a class, are entitled to appoint two members to the board of directors. The holders of the Series B Preferred Stock are entitled to vote on all matters to be voted on by the Company’s shareholders on an

as-converted basis as a single class with the common stock assuming a conversion price of $5.25 per share; provided that the votes represented by the Series B Preferred Stock cannot exceed 19.9% of the total voting stock of the Company.

Holders of the Series B Preferred Stock are also entitled to the Liquidation Preference plus all accumulated and unpaid dividends in the event of a liquidation, dissolution, or winding-up of the Company.

If the Company undergoes a change of control (as defined), the Company will have the option to repurchase some or all of the then-outstanding shares of Series B Preferred Stock for cash in an amount equal to the Liquidation Preference plus any accumulated and unpaid dividends, subject to the rights of the holders of the Series B Preferred Stock in connection with such change in control. If the Company does not exercise such repurchase right, holders of the Series B Preferred Stock will have the option to (1) require the Company to repurchase any or all of their then-outstanding shares of Series B Preferred Stock for cash in an amount equal to the Liquidation Preference plus accumulated and unpaid dividends or (2) convert the Series B Preferred Stock into common stock and receive their pro rata consideration thereunder. Since the contingent redemption of the Series B Preferred Stock by the holders in the event of change in control is outside the Company’s control, the Series B Preferred Stock is classified as temporary equity.

The below table illustrates changes in the Company’s balance of Series B Preferred Stock for the three months ended March 31, 2022 (in thousands, except share amounts):

	Series B Preferred Stock
	Shares	Amount
Balance at December 31, 2021	100,000	$	92,494
Activity	—	—
Balance at March 31, 2022	100,000	$	92,494

The below table illustrates changes in the Company’s balance of Series B Preferred Stock for the three months ended March 31, 2021 (in thousands, except share amounts):

	Series B Preferred Stock
	Shares	Amount
Balance at December 31, 2020	100,000	$	91,568
Deemed dividends	—	462
Balance at March 31, 2021	100,000	$	92,030

The Company has not declared or paid any dividends on the Series B Preferred Stock since issuance. Dividends accumulated but not paid as of March 31, 2022 was $8.8 million. As this amount has not been declared, the Company has not recorded this amount on its unaudited condensed consolidated balance sheet as of March 31, 2022.

Based on accumulated dividends as of March 31, 2022, the Series B Preferred Stock was convertible into an aggregate of 28,262,957 shares of the Company’s common stock.

Restricted Stock Awards

The Company has issued several classes of restricted stock awards to employees: restricted stock awards (“RSAs”), restricted stock unit awards (“RSUs”), and performance stock unit awards (“PSUs”). The following is summary information for restricted stock awards for the three months ended March 31, 2022.

As of March 31, 2022, there was $30.8 million of unrecognized share-based compensation expense related to restricted stock awards. This expense is expected to be recognized over a weighted-average period of 2.24 years, which approximates the remaining vesting period of these grants.

The below table summarizes activity of unvested restricted stock awards by award type from January 1, 2022 through March 31, 2022. Unvested RSA awards noted below are included in issued and outstanding common stock as of March 31, 2022, while unvested RSU awards are not included in issued or outstanding common stock as of March 31, 2022.

	RSA			RSU
	Number of Shares	Weighted-Average Grant Date  Fair Value		Number of Shares	Weighted-Average Grant Date  Fair Value
Unvested at January 1, 2022	877,197	$	4.26	4,228,919	$	8.64
Granted	—	—		2,183,670	5.21
Vested	(16,001)	3.14		(1,553,305)	8.18
Forfeited	(667)	5.12		(46,155)	10.07
Unvested at March 31, 2022	860,529	$	4.28	4,813,129	$	7.22

Stock Options

A summary of stock option activity for the three months ended March 31, 2022 is presented below:

	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding at January 1, 2022	1,444,845	$	5.18
Granted	—	—
Exercised	(124,334)	1.33
Unvested options forfeited	—	—
Vested options expired	(5,000)	7.24
Outstanding at March 31, 2022	1,315,511	5.53		1.39	696,582
Exercisable at March 31, 2022	1,315,511	$	5.53	1.39	$	696,582