XML 22 R11.htm IDEA: XBRL DOCUMENT v3.24.3
STOCKHOLDERS' EQUITY
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
STOCKHOLDERS' EQUITY STOCKHOLDERS’ EQUITY
On July 23, 2024, we amended our amended and restated certificate of incorporation to effect a 1-for-10 reverse split of our issued and outstanding shares of common stock. The accompanying financial statements and notes thereto give retrospective effect to the reverse stock split for all periods presented. All issued and outstanding common stock, options and warrants exercisable for common stock and per share amounts contained in our financial statements have been retrospectively adjusted.
Activity in equity during the nine month periods ended September 30, 2024 and 2023 was as follows (dollars in thousands):
Common StockAdditional
Paid-In
Capital
Accumulated
Deficit
Total
SharesAmount
2024
Balances as of December 31, 2023514,003 $$136,263 $(129,913)$6,351 
Stock-based compensation— — 85 — 85 
Issuance of common stock upon exercise of warrants460 — — 
Net loss— — — (1,832)(1,832)
Balances as of March 31, 2024514,463 136,354 (131,745)4,610 
Stock-based compensation— — 88 — 88 
Issuance of common stock for fractional shares in the 10:1 reverse stock split877 — — — — 
Net loss— — — (1,584)(1,584)
Balances as of June 30, 2024515,340 136,442 (133,329)3,114 
Stock-based compensation— — 73 — 73 
Issuance of common stock upon exercise of warrants, net505,502 — 1,977 — 1,977 
Net loss— — — (1,513)(1,513)
Balances as of September 30, 20241,020,842 $$138,492 $(134,842)$3,651 
2023
Balances as of December 31, 20226,748 $— $127,482 $(122,203)$5,279 
Stock-based compensation— — 166 — 166 
Issuance of common stock upon exercise of warrants10,250 — — — — 
Issuance of shares pursuant to the vesting of restricted stock units, net of shares withheld for taxes111 — (11)— (11)
Issuance of common stock for service454 — 100 — 100 
Net loss— — — (2,037)(2,037)
Balances as of March 31, 202317,563 — 127,737 (124,240)3,497 
Stock-based compensation— — 113 — 113 
Issuance of common stock, net of issuance costs7,143 — 1,210 — 1,210 
Net loss— — — (1,993)(1,993)
Balances as of June 30, 202324,706 — 129,060 (126,233)2,827 
Stock-based compensation— — 88 — 88 
Issuance of common stock upon exercise of warrants, net2,625 — 1,788 — 1,788 
Net loss— — — (1,947)(1,947)
Balances as of September 30, 202327,331 $— $130,936 $(128,180)$2,756 
In August 2024, we issued 505,502 shares pursuant to the exercise of warrants. Certain warrant holders were induced to exercise warrants by reducing the exercise price to the then current market price of our common stock (the “Warrant Inducement”). The original warrants consisted of 48,911 shares issued August 24, 2023 with an exercise price of $86.40 per share and a weighted average remaining life of 2.1 years (the “August 2023 Original Warrants”) and 456,591 shares issued November 29, 2023 with an exercise price of $13.00 per share and a weighted average remaining life of 2.5 years (the “November 2023 Original Warrants”) (collectively, the “Original Warrants”). The Original Warrants were exercised
for $4.60 per share for gross proceeds of $2.3 million, before deducting $340,000 of issuance costs. Of the 505,502 shares issued, 8,293 shares were held in abeyance as of September 30, 2024 and not considered outstanding until certain conditions are met, at which time such shares will become outstanding. The balance of the shares in abeyance will be held in abeyance until notice from the stockholder that the balance, or portion thereof, may be issued in compliance with a beneficial ownership limitation provision in the warrants. Such shares were released from abeyance in October.
In connection with the Warrant Inducement transaction, new warrants to purchase 1,036,279 shares of our common stock were issued, which are discussed in Note 7.
In June 2024, we entered into an at-the-market offering arrangement with a sales agent, pursuant to which we may offer and sell, from time to time at our sole discretion, in transactions that are deemed to be “at the market” offerings under the Securities Act of 1933, as amended (the “Securities Act”), shares of our common stock for aggregate gross proceeds of up to $1,575,944 (“ATM Facility”). The offer and sale of shares will be made pursuant to a previously filed shelf registration statement on Form S-3 (Registration no. 333-261227), originally filed with the SEC on November 19, 2021 and amended on May 4, 2022, and declared effective by the SEC on May 6, 2022, and the related prospectus supplement related to the offering of shares dated June 20, 2024, and filed with the SEC on such date pursuant to Rule 424(b) under the Securities Act. As of September 30, 2024, we have not sold any shares under this ATM Facility and there are 315,189 shares of common stock reserved for potential issuance under the ATM Facility.
COMMON STOCK WARRANTS
The following table presents the common stock warrant activity:
Issue DateWarrant TypeTerm
Date
Exercise
Price
Balance December 31, 2023IssuedExercisedExpiredBalance September 31, 2024
July 2019Dealer ManagerJuly 2024$81,000.00 3(3)
January 2020Registered Direct OfferingJuly 2025$21,600.00 6060
January 2020Dealer ManagerJuly 2025$24,000.00 44
March 2020Dealer ManagerMarch 2025$9,015.12 44
April 2020Dealer ManagerApril 2025$9,528.00 4747
April 2020Registered Direct OfferingApril 2025$7,320.00 2020
October 2020Dealer ManagerApril 2026$5,174.40 3434
February 2021Private Placement AgreementAugust 2026$5,318.40 540540
February 2021Dealer ManagerAugust 2026$6,835.40 136136
March 2021Dealer ManagerMarch 2026$6,000.00 6060
November 2022Dealer ManagerNovember 2027$525.000 892892
April 2023Series COctober 2028$194.40 7,1427,142
April 2023Dealer ManagerApril 2028$262.50 534534
August 2023Private InducementSeptember 2024$86.42 23,810(23,810)
August 2023Private InducementAugust 2028$86.42 25,101(25,101)
August 2023Dealer ManagerAugust 2028$108.04 1,2221,222
November 2023Series DNovember 2028$13.00 381,615(230,589)151,026
November 2023Series EMay 2025$13.00 307,460(226,462)80,998
November 2023Dealer ManagerNovember 2028$16.25 28,84428,844
August 2024Series F-1August 2029$4.35 571,318571,318
August 2024Series F-2February 2026$4.35 439,686439,686
August 2024Dealer ManagerAugust 2029$5.75 25,27525,275
777,5281,036,279(505,962)(3)1,307,842
SharesWeighted
Average
Exercise
Price Per
Share
Weighted
Average
Remaining
Contractual
Term
(years)
Outstanding as of December 31, 2023777,528 $29.53 3.4
Issued1,036,279 4.38 3.4
Exercised(505,962)4.61 — 
Expired(3)81,000.00 — 
Outstanding as of September 30, 20241,307,842 12.63 3.3
During the nine months ended September 30, 2024:
In August, warrants were issued to the investors in the Warrant Inducement transaction discussed in Note 6 to purchase up to 1,011,004 shares of our common stock. These warrants are exercisable immediately with an exercise price of $4.35 per share, with 571,318 expiring August 23, 2029 (5-Year New Warrants) and 439,686 expiring February 23, 2026 (18-Month New Warrants). We estimated the fair value of the 5-Year New Warrants to be $1.9 million using a Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 118%; term of 5 years; dividend yield of 0%; and risk-free rate of 3.6%. The fair value of the 18-Month New Warrants was estimated to be $1.2 million using the Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 153%; term of 1.5 years; dividend yield of 0%; and risk-free rate of 4.1%.
In August, placement agent warrants were issued to purchase up to 25,275 shares of our common stock. The placement agent warrants are exercisable immediately upon issuance, with an exercise price per share of $5.75 per share, and expire August 23, 2029. We estimated the fair value of these warrants to be $83,000 using a Black-Scholes model based on the following significant inputs: common stock price of $4.10 per share; volatility of 118%; term of 5 years; dividend yield of 0%;and risk-free interest rate of 3.6%.
In August, the Original Warrants representing 505,502 shares of common stock were exercised for $4.60 per share. The terms of the Original Warrants were modified in order to induce exercise. See Warrant Inducement discussion in Note 6. The difference between the fair value of the warrants immediately prior to modification and immediately after modification was $386,000 using the Black-Scholes model based on the following significant inputs:
For the August 2023 Original Warrants related to 48,911 shares: common stock price of $4.10 per share; volatility of 151%; term of 2.1 years; dividend yield of 0%; and risk-free rate of 3.9%; and
For the November 2023 Original Warrants related to 456,591 shares: common stock price of $4.10 per share; volatility of 140%; term of 2.5 years; dividend yield of 0%; and risk-free rate of 3.8%.
In January, warrants representing 460 shares of common stock were exercised with an exercise price of $13.00 per share.