XML 62 R26.htm IDEA: XBRL DOCUMENT v3.25.1
Subsequent Events
 12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
The Company has completed an evaluation of all subsequent events after the consolidated balance sheet date as of December 31, 2024 through the date these consolidated financial statements were issued to ensure that these consolidated financial statements include appropriate disclosure of events both recognized in the consolidated financial statements as of December 31, 2024, and events which occurred subsequently but were not recognized in the consolidated financial statements. Non-recognizable subsequent events are summarized below.
January Offering
On January 29, 2025, the Company entered into a Securities Purchase Agreement (the “January Purchase Agreement”) with certain institutional investors (each an “Investor” and, collectively, the “Investors”), pursuant to which the Company agreed to issue and sell, in a registered direct offering by the Company directly to the Investors (the “January Offering”): (i) an aggregate of 1,261,830 shares of common stock, par value $0.01 per share, of the Company and (ii) common warrants to purchase up to an aggregate of 1,261,830 shares of Common Stock (the “January Common Warrants”). Each share of common stock and accompanying January Common Warrant were sold together at a combined offering price of $7.925. The January Common Warrants have an exercise price of $7.80 per share, are immediately exercisable and will expire five years from the initial exercise date. The aggregate gross proceeds to the Company from the January Offering were approximately $10 million before deducting the placement agent’s fees and related offering expenses.
Convertible Note Conversion
As previously described, in August 2024, the Company entered into the Securities Purchase Agreement with GKCC, pursuant to which the Company issued the Convertible Note in the principal amount of $20.0 million pursuant to the Note Financing. Under the terms of the Convertible Note, if at any time from and after the date of the Convertible Note and for so long as the closing price of the Company’s common stock on The Nasdaq Capital Market equals or exceeds 135% of the initial conversion price of $5.81 for 20 trading days in a 30 trading day period, then the Company had the right to require GKCC to convert all or any portion of the Convertible Note, including any accrued but unpaid interest into shares of Company common stock.
On March 3, 2025, the Company exercised its right under the Convertible Note to require GKCC to convert the full amount of the Convertible Note, including all accrued and unpaid interest, into shares of Company common stock. On March 5, 2025, the Company issued 3,500,573 shares of common stock to GKCC in exchange for the principal balance of $20 million plus $0.3 million in accrued interest, in satisfaction in full of the Convertible Note.