Debt

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

Debt

Note 7 — Debt

Convertible Notes

All of the convertible notes, as such convertible notes are discussed below, were repaid-in-full during the three months ended March 31, 2021. The fair value and face value principal of outstanding convertible notes at December 31, 2020 were as follows:

	Contractual Maturity Date	Stated Interest Rate			Conversion Price per Share		Face Value Principal Outstanding		Fair Value
November 2019 Senior Secured Convertible Note	September 30, 2021		7.875	%	$	1.60	$	956	$	1,270
April 2020 Senior Convertible Note	April 30, 2022		7.875	%	$	5.00	$	4,111	$	4,600
August 2020 Senior Secured Convertible Note	August 6, 2022		7.875	%	$	5.00	$	7,750	$	8,790
Balance - December 31, 2020							$	12,817	$	14,660

Senior Secured Convertible Note issued November 4, 2019 - Series A and Series B -

(“November 2019 Senior Convertible Notes”)

The “November 2019 Senior Convertible Notes” remaining unpaid outstanding face value principal of approximately $956 as of December 31, 2020 was repaid-in-full as of January 5, 2021, with the remaining principal balance, along with the payment of interest thereon of approximately $7, settled with the issuance of 667,668 shares common stock of the Company, with a fair value of approximately $1,723 (with such fair value measured as the respective conversion date quoted closing price of the common stock of the Company).

Senior Convertible Note issued April 30, 2020 - (“April 2020 Senior Convertible Note”)

The “April 2020 Senior Convertible Note” unpaid outstanding face value principal of approximately $4,111 as of December 31, 2020 was repaid-in-full in March 2021, as discussed herein below. In the six months ended June 30, 2021 and 2020, approximately $52 and $54, respectively, of non-installment payments were paid in cash.

Senior Secured Convertible Note issued August 6, 2020 - (“August 2020 Senior Convertible Note”)

The “August Senior Convertible Note” unpaid outstanding face value principal of approximately $7,750 as of December 31, 2020 was repaid-in-full in March 2021, as discussed herein below. In the six months ended June 30, 2021, approximately $102 of non-installment payments were paid in cash. There were no such payments in the corresponding period of the prior year.

Note 7 — Debt - continued

Convertible Notes - continued

Principal Repayments - April 2020 Senior Convertible Note and August 2020 Senior Convertible Note

On January 30, 2021, the Company paid in cash a $350 partial principal repayment of the April 2020 Senior Convertible Note; and on March 2, 2021, the Company paid in cash a total of $14,466 of principal repayments, resulting in both the April 2020 Senior Convertible Note and the August 2020 Senior Convertible Note being repaid-in-full as of such date. The Company recognized a debt extinguishment loss of approximately $2,955 in the six months ended June 30, 2021 in connection with the repayments of the April 2020 Senior Convertible Note and the August 2020 Senior Convertible Note.

A reconciliation in the fair value of debt during the six months ended June 30, 2021 is as follows:

	November 2019 Senior Secured Convertible Notes			April 2020 Senior Convertible Note			August 2020 Senior Secured Convertible Note			Sum of Balance Sheet Fair Value Components			Other Income (Expense)
Fair Value - December 31, 2020	$	1,270		$	4,600		$	8,790		$	14,660
Installment repayments – common stock		(956	)		—			—			(956	)
Non-installment payments – common stock		(7	)		—			—			(7	)
Non-installment payments – cash		—			(52	)		(102	)		(154	)
Change in fair value		(307	)		(437	)		(938	)		(1,682	)		1,682
Principal repayments - cash		—			(4,111	)		(7,750	)		(11,861	)
Fair Value at June 30, 2021(1)	$	—			—		$	—		$	—
Other Income (Expense) - Change in fair value - six months ended June 30, 2021(1)													$	1,682

⁽¹⁾ As discussed above, all remaining convertible notes were previously repaid during the three months ended March 31, 2021.

Note 7 — Debt - continued

A reconciliation in the fair value of debt during the three and six months ended June 30, 2020 is as follows:

	December 2018 Senior Secured Convertible Note			November 2019 Senior Secured Convertible Notes			April 2020 Senior Convertible Note			Sum of Balance Sheet Fair Value Components			Other Income (Expense)
Fair Value - December 31, 2019	$	1,700		$	6,439		$	—		$	8,139
Face value principal – issue date		—			7,000			—			7,000
Fair value adjustment – issue date		—			2,600			—			2,600		$	(2,600	)
Installment repayments – common stock		(1,642	)		—			—			(1,642	)
Non-installment payments – common stock		(4	)		—			—			(4	)
Non-installment payments – cash		—			(138	)		—			(138	)
Change in fair value		9			4,699			—			4,708			(4,708	)
Lender Fee - November 2019 Senior Secured Convertible Note - Series B		—			—			—			—			(700	)
Fair Value at March 31, 2020	$	63		$	20,600			—		$	20,663
Other Income (Expense) - Change in fair value - three months ended March 31, 2020													$	(8,008	)
Face value principal – issue date		—			—			4,111			4,111
Fair value adjustment – issue date		—			—			(411	)		(411	)		411
Installment repayments – common stock		(50	)		(5,695	)		—			(5,745	)
Non-installment payments – common stock		(2	)		(242	)		—			(244	)
Non-installment payments – cash		—			—			(54	)		(54	)
Change in fair value		(11	)		(2,363	)		254			(2,120	)		2,120
Lender Fee - April 2020 Senior Convertible Note		—			—			—			—			(411	)
Fair Value at June 30, 2020	$	—		$	12,300			3,900		$	16,200
Other Income (Expense) - Change in fair value - three months ended June 30, 2020													$	2,120
Other Income (Expense) - Change in fair value - six months ended June 30, 2020													$	(5,888	)

The Senior Convertible Notes presented above were each accounted for under the ASC 825-10-15-4 fair value option (“FVO”) election, wherein, the financial instrument is initially measured at its issue-date estimated fair value and subsequently remeasured at estimated fair value on a recurring basis at each reporting period date, with the resulting fair value adjustment recognized as other income (expense) in the consolidated statement of operations. In this regard, as provided for by ASC 825-10-50-30(b), the estimated fair value adjustment is presented as a single line item within other income (expense) in the accompanying consolidated statement of operations. See Note 6, Financial Instruments Fair Value Measurements, for a further discussion of fair value assumptions.

Cares Act Paycheck Protection Program Loan

On April 8, 2020 the Company entered into a loan agreement with JP Morgan Chase, N.A., and received approximately $300 of proceeds, pursuant to the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) Paycheck Protection Program (“PPP”) - the “PPP Loan”. Through the life of the PPP Loan, the Company made no principal or interest payments. The Company submitted its PPP Loan forgiveness application on April 21, 2021 and the forgiveness application was approved on June 9, 2021. Upon PPP Loan forgiveness, the Company recognized a gain of $300 in its unaudited condensed consolidated results of operations for the three and six month periods ended June 30, 2021.