Quarterly report pursuant to Section 13 or 15(d)

WARRANTS

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WARRANTS
6 Months Ended
Jun. 30, 2024
Warrants  
WARRANTS

Note 14. WARRANTS

 

The Company’s outstanding Common Stock warrants are equity classified. As of June 30, 2024, and December 31, 2023, the Company had 8,838,717 and 4,649,952 warrants outstanding to purchase one share of the Company’s Common Stock for each warrant at a weighted average exercise price of $3.53 and expire at various dates through March 2029. During the six months ended June 30, 2024, 48 warrants were exercised into an equivalent number of Common Shares as compared to zero warrants being exercised during the six months ended June 30, 2023.

 

On March 8, 2024, the Company issued to certain investors (i) in a registered direct offering, 1,600,000 shares of the Company’s Common Stock and (ii) in a concurrent private placement, warrants to purchase an aggregate of 1,600,000 shares of Common Stock, with an exercise price of $1.64 (collectively, the “Transaction”), which Transaction constitutes a Dilutive Issuance under the terms of the warrants. In addition, the placement agent was granted warrants to purchase 32,000 shares of Common Stock, with an exercise price of $1.64.

 

The following table summarizes the calculated aggregate fair values for the warrant derivative liability using the Black-Scholes method based on the following assumptions for the March 8, 2024 Direct Offering:

 

SUMMARY OF AGGREGATE FAIR VALUES FOR THE WARRANT DERIVATIVE LIABILITY 

Exercise price per share of warrant   $ 1.64  
Fair market closing price per share of Common Stock   $ 1.56  
Volatility     132 %
Expected term (years)     5  
Risk-free interest rate     4.06 %
Dividend yield     0 %

 

Section 3(b) of the Warrant Agreement executed during the IPO in September 2022 provides that in the event of a Dilutive Issuance, the exercise price of the warrants shall be reduced and only reduced to equal the effective price per share of the Dilutive Issuance (the “Base Share Price”), and the number of warrant shares issuable thereunder shall be increased such that the aggregate exercise price payable pursuant to the warrant, after taking into account the decrease in the exercise price, shall be equal to the aggregate exercise price prior to such adjustment, provided that the Base Share Price shall not be less than $3.0625 (50% of the public offering price of the Units sold in the Company’s IPO) (subject to adjustment for reverse and forward stock splits, recapitalizations, and similar transactions).

 

The effect of the Transaction was such that the exercise price of the warrants was reduced to $3.0625 per share. The new number of warrant shares was calculated by dividing (x) the number of warrant shares underlying the warrant immediately prior to the Transaction multiplied by the exercise price in effect immediately prior to the Transaction, by (y) $3.0625. The calculations was made to the nearest cent or the nearest 1/100th of a share.

 

As of June 30, 2024, and prior to the Transaction, there were tradeable warrants to purchase up to an aggregate of 1,601,259 shares of Common Stock outstanding and non-tradeable warrants to purchase an aggregate of up to 2,704,506 shares of Common Stock outstanding.

 

   

Number of

warrants issued

   

Weighted-average

exercise price

   

Number of

warrants exercised

   

Number of

warrants outstanding

 
Pre-IPO convertible notes     2,900,904     $ 5.31             2,900,904  
IPO tradeable     2,326,834       3.06       (725,576 )     1,601,259  
IPO non-tradeable     3,015,464       3.06       (310,958 )     2,704,506  
Direct offering March 8, 2024     1,600,000       1.64             1,600,000  
Placement agent direct offering March 8, 2024     32,000       1.64             32,000  
Balance at June 30, 2024     9,875,202     $ 3.53       (1,036,534 )     8,838,669