Common Stock |
6 Months Ended | |||||||||||||||
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Jun. 30, 2024 | ||||||||||||||||
| Equity [Abstract] | ||||||||||||||||
| Common Stock |
12. Common Stock
At June 30, 2024, the Company has reserved common stock for issuance in relation to the following:
On June 6, 2024, Company issued common shares to a consultant valued at $9 thousand.
On February 15, 2024 (the “Closing Date”), the Company, entered into subscription agreements with investors, the Company’s Chief Financial Officer and certain members of its board of directors for a RDO of the Company’s common stock. The RDO sold an aggregate units at a price to the public of $ per unit, with each unit consisting of two shares of the Company’s common stock, and a warrant to purchase one share of common stock at an exercise price of $4.00 per share. The $ purchase price equals two times the last reported sale price of $ per share of the Company’s common stock on February 15, 2024 on The Nasdaq Capital Market. The Company issued shares of common stock and warrants to purchase up to shares of common stock.
Subject to certain ownership limitations, each of the warrants became exercisable on the Closing Date, with an exercise price of $4.00 per share and will expire five years after the Closing Date. The warrants may only be exercised on a cashless basis if there is no registration statement registering, or the prospectus contained in the registration statement is not available for, the issuance or resale of shares of common stock underlying the warrants to or by the holder. The holder of a warrant is prohibited from exercising of any such warrants to the extent that such exercise would result in the number of shares of common stock beneficially owned by such holder and its affiliates exceeding % of the total number of shares of common stock outstanding immediately after giving effect to the exercise, which percentage may be increased or decreased at the holder’s election not to exceed %.
The net proceeds to the Company from the RDO were $0.9 million, after deducting the placement agent’s fees and other estimated offering expenses payable by the Company, and excluding the proceeds, if any, from the exercise of the warrants. The Company intends to use the net proceeds from the RDO for working capital and for general corporate purposes.
The Company retained Alere Financial Partners, LLC (A division of Cova Capital Partners, LLC) to act as the placement agent for the RDO. The Company paid the placement agent a cash fee of 6% of the aggregate gross proceeds in the RDO received from non-affiliates of the Company and 3% of the aggregate gross proceeds in the RDO received from affiliates of the Company. Additionally, on the Closing Date, the Company issued to the placement agent warrants exercisable for a period of five years to purchase up to 6% of the number of shares sold in this offering, or up to shares, at a per share exercise price of $4.00.
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