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STOCKHOLDERS' EQUITY
 9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
STOCKHOLDERS' EQUITY STOCKHOLDERS’ EQUITY
On August 18, 2023, at a special meeting of stockholders, our stockholders approved an amendment to our amended and restated certificate of incorporation, as amended, to effect a reverse stock split (the “Reverse Stock Split”) of our issued and outstanding common stock by a ratio of not less than 1-for-2 and not more than 1-for-12. The exact ratio of the Reverse Stock Split will be set within this range as determined by our board of directors in its sole discretion prior to the time of the Reverse Stock Split and will be publicly announced by us prior to the effective time.
On July 21, 2023, our board of directors approved a public offering of shares of our common stock, together with Series D and Series E warrants to purchase shares of our common stock for aggregate gross proceeds of up to $7.5 million. See Form S-1 filed with the SEC on July 21, 2023 (File No. 333-273370). No shares have yet been issued pursuant to this filing.
Activity in equity during the nine month periods ended September 30, 2023 and 2022 was as follows (dollars in thousands):
Common StockAdditional
Paid-In
Capital 		Accumulated
Deficit 		Total
SharesAmount
2023
Balances as of December 31, 2022809,648 $1 $127,481 $(122,203)$5,279 
Stock-based compensation— — 166 — 166 
Issuance of common stock upon exercise of warrants1,230,000 1 (1)— — 
Issuance of common stock for service13,225 — 100 — 100 
Issuance of shares pursuant to the vesting of restricted stock units, net of shares withheld for taxes54,466 — (11)— (11)
Net loss— — — (2,037)(2,037)
Balances as of March 31, 20232,107,339 2 127,735 (124,240)3,497 
Stock-based compensation— — 113 — 113 
Issuance of common stock, net of issuance costs857,146 1 1,209 — 1,210 
Net loss— — — (1,993)(1,993)
Balances as of June 30, 20232,964,485 3 129,057 (126,233)2,827 
Stock-based compensation— — 88 — 88 
Modification of terms related to certain warrants— — 657 657 
Issuance of common stock upon exercise of warrants, net315,000 — 1,131 — 1,131 
Net loss— — — (1,947)(1,947)
Balances as of September 31, 20233,279,485 3 $130,933 $(128,180)$2,756 
2022
Balances as of December 31, 2021610,364 1 $122,542 $(112,508)$10,035 
Stock-based compensation— — 221 — 221 
Issuance of common stock for service250 — 3 — 3 
Net loss— — — (2,332)(2,332)
Balances as of March 31, 2022610,614 1 122,766 (114,840)7,927 
Stock-based compensation— — 205 — 205 
Issuance of common stock for service34 — 1 — 1 
Net loss— — — (2,569)(2,569)
Balances as of June 30, 2022610,648 1 122,972 (117,409)5,564 
Stock-based compensation— — 139 — 139 
Net loss— — — (2,646)(2,646)
Balances as of September 30, 2022610,648 1 $123,111 $(120,055)$3,057 
During the nine months ended September 30, 2023, the following shares of common stock were issued:
•315,000 shares pursuant to the exercise of warrants. A certain warrant holder was induced to exercise warrants related to 2,934,575 shares by reducing the exercise price to the then current market price of our common stock (the “Warrant Inducement”). The original warrants had an exercise price of $3.165 per share and a weighted average remaining life of 2.3 years. These warrants were exercised for $0.7202 per share for gross proceeds of $2.1 million, before deducting $326,000 of issuance costs and $657,000 related to the modification of the terms of the warrants to induce exercise. Of the 2,934,575 shares issued, 2,619,575 shares are held in abeyance and not considered outstanding, at which time such shares will become outstanding. The balance of the shares held in abeyance will be held in abeyance until notice from the stock holder that the balance, or portion thereof, may be issued in compliance with a beneficial ownership limitation provision in the warrants. See Note 10 for a discussion of outstanding abeyance shares.
In connection with the Warrant Inducement transaction, new warrants to purchase 5,869,150 shares of our common stock were issued, which are discussed in Note 7.
•857,146 shares pursuant to a registered direct offering with certain institutional investors for $1.75 per share for gross proceeds of $1.5 million, before deducting issuance costs of $290,000. The shares were offered and sold
pursuant to a prospectus, dated May 6, 2022, and a prospectus supplement, dated April 10, 2023, in connection with a takedown from our shelf registration statement on Form S-3 (File No. 333-261227).
•1,230,000 shares pursuant to the exercise of previously outstanding prefunded warrants, which were issued in November 2022 with an exercise price of $1.54 per share.
•54,466 restricted shares in exchange for marketing services to be performed through September 2023, with the total value of services to be recognized based on the stock price on the date of issuance.
•13,225 shares pursuant to the vesting of restricted stock units.
COMMON STOCK WARRANTS
The following table presents the common stock warrant activity:
SharesWeighted
Average
Exercise
Price Per
Share		Weighted
Average
Remaining
Contractual
Term
(years)
Outstanding as of December 31, 20224,414,810 $6.58 3.0
Issued6,937,311 0.88 4.9
Exercised(4,164,575)1.54 — 
Expired(13,629)527.05 — 
Outstanding as of September 30, 20237,173,917 2.00 4.9
During the nine months ended September 30, 2023:
•In August, warrants were issued to the investor in the Warrant Inducement transaction discussed in Note 6 to purchase up to 5,869,150 shares of our common stock. These warrants are exercisable immediately with an exercise price of $0.7202 per share, and 3,012,006 expiring August 24, 2028 (5-Year Warrants) and 2,857,144 expiring September 24, 2024 (13-Month Warrants). We estimated the fair value of the 5-Year Warrants to be $1.5 million using a Black-Scholes model based on the following significant inputs: common stock price of $0.682 per share; volatility of 98%; term of 5 years; dividend yield of 0%; and risk-free rate of 4.4%. The fair value of the 13-Month Warrants was estimated to be $930,000 using the Black-Scholes model based on the following significant inputs: common stock price of $0.682 per share; volatility of 122%; term of 1.1 year; dividend yield of 0%; and risk-free rate of 4.4%.
•In August, placement agent warrants were issued to purchase up to 146,729 shares of our common stock. The placement agent warrants are exercisable immediately upon issuance, with an exercise price per share of $0.9003 per share, and expire August 24, 2028. We estimated the fair value of these warrants to be $72,000 using a Black-Scholes model based on the following significant inputs: common stock price of $0.682 per share; volatility of 98%; term of 5 years; dividend yield of 0%;and risk-free interest rate of 5.4%.
•In August, warrants representing 2,934,575 shares of common stock were exercised for $0.7202 per share. The terms of these warrants were modified in order to induce exercise. See Warrant Inducement discussion in Note 6. We recorded additional equity costs of $657,000 related to the warrant exercise transaction, which was calculated as the difference between the fair value of the warrants immediately prior to modification and immediately after modification using the Black-Scholes model based on the following significant inputs: common stock price of $0.682 per share; volatility of 96%; term of 2.3 years; dividend yield of 0%; and risk-free rate of 5.0%.
•In April, Series C warrants were issued to the investors in the offering discussed in Note 6 to purchase up to 857,146 shares of our common stock. The Series C warrants are exercisable immediately with an exercise price of $1.62 per share and expire October 12, 2028. We estimated the fair value of these warrants to be $1.1 million
using a Black-Scholes model based on the following significant inputs: common stock price of $1.38 per share; volatility of 164%; term of 5.5 years; dividend yield of 0%; and risk-free interest rate of 3.4%.
•In April, placement agent warrants were issued to purchase up to 64,286 shares of our common stock. The placement agent warrants are exercisable immediately upon issuance, with an exercise price per share of $2.1875 per share, and expire April 10, 2028. We estimated the fair value of these warrants to be $82,000 using a Black-Scholes model based on the following significant inputs: common stock price of $1.38 per share; volatility of 165%; term of 5 years; dividend yield of 0%;and risk-free interest rate of 3.5%.
•In February, prefunded warrants representing 1,230,000 shares of common stock were exercised. Such prefunded warrants were issued in November 2022 with an exercise price of $1.54 per share.