Merger and Recapitalization (Tables)

6 Months Ended

Jun. 30, 2022

The Old Renovacor Earnout Shares and Sponsor Earnout Shares (collectively, the "Earnout Shares") are summarized, as set forth in the table below:


			Old Renovacor		Sponsor
	Target Price		Earnout Shares		Earnout Shares		Total
December 31, 2023	$	17.50		576,845		150,000		726,845
December 31, 2025	$	25.00		576,845		150,000		726,845
December 31, 2027	$	35.00		769,126		200,000		969,126
				1,922,816		500,000		2,422,816

Summary of Elements of Net Proceeds From Merger

The following table summarizes the elements of the net proceeds from the Merger:


(In thousands)	Amount
Cash – CHAQ trust and cash, net of redemptions	$	65,127
Cash – PIPE financing		29,993
Less: CHAQ and Old Renovacor transaction costs paid		(6,079	)
Less: Settlement of convertible note at closing		(2,500	)
Effect of Merger, net of redemptions and transaction costs	$	86,541

Summary of Number of Shares Common Stock Issued Immediately Following Consummation of Merger

The following table details the number of shares of common stock issued immediately following the consummation of the Merger:


	Number of Shares
Common stock, outstanding prior to Merger		8,622,644
Less: redemption of CHAQ shares		(2,112,100	)
Common stock of CHAQ		6,510,544
CHAQ Founder shares		2,155,661
Shares issued in PIPE Financing		2,284,776
Merger and PIPE financing shares - common stock		10,950,981
Shares issued to Old Renovacor - common stock (1)		6,305,061
Total shares of common stock immediately after Merger (2)		17,256,042

____________________

(1)

The number of shares of common stock issued to Old Renovacor equityholders was determined based on (i) 1,987,636 shares of Old Renovacor Common Stock outstanding immediately prior to the closing of the Merger converted based on the Common Per Share Merger Consideration (as defined in the Merger Agreement) and (ii) 2,578,518 shares of Old Renovacor Preferred Stock outstanding immediately prior to the closing of the Merger converted based on the Preferred Per Share Merger Consideration (as defined in the Merger Agreement). All fractional shares were rounded down.

(2)

Includes 500,000 shares of common stock being held in escrow and subject to vesting or forfeiture based on satisfaction of the Earnout Milestones set forth in the Sponsor Support Agreement. Such shares are liability classified and included in the Share earnout liability as of June 30, 2022 and December 31, 2021.