Restatement of Previously Issued Consolidated Financial Statements

12 Months Ended

Dec. 31, 2023

Accounting Changes and Error Corrections [Abstract]

Restatement of Previously Issued Consolidated Financial Statements

Note 13. Restatement of Previously Issued Consolidated Financial Statements

In the course of preparing the Company’s Condensed Consolidated Financial Statements as of and for the three and six months ended June 30, 2024, the Company determined that a correction was necessary with respect to the Company’s reporting and recording of the fair value of the Common Warrants and the Subsequent Closing Warrants (such correction, the "Restatement"; see Note 10).

The Company has historically reported the Common Warrants and Subsequent Closing Warrants as equity instruments, because (i) of the respective holders’ ability to settle the Common Warrants and Subsequent Closing Warrants by issuance of a fixed number of shares of common stock or Pre-funded Warrants and (ii) the Common Warrants and Subsequent Closing Warrants contain a fixed exercise price and contain no cash settlement obligation. However, in the course of preparing the Company’s Condensed Consolidated Financial Statements as of and for the three and six months ended June 30, 2024, management of the Company concluded that the Common Warrants and the Subsequent Closing Warrants do not meet the conditions to be classified as equity instruments under ASC 815-40, “Derivatives and Hedging — Contracts in Entity’s Own Equity,” and must instead be recorded as liabilities on the Company’s consolidated balance sheet at their fair value and remeasured at fair value for each subsequent reporting period, with the initial fair value and fair value of financial instruments issued in excess of proceeds and any change in fair value recorded in the consolidated statement of operations and comprehensive loss as a gain or loss.

Management prepared a quantitative and qualitative analysis of the errors in accordance with the U.S. SEC Staff's Accounting Bulletin Nos. 99 and 108, Materiality, and concluded the impact of the errors are material to the Company's previously reported interim condensed consolidated financial statements for the three and six months ended June 30, 2023 and the three and nine months ended September 30, 2023, and the Company’s previously reported audited consolidated financial statements as of and for the year ended December 31, 2023 (collectively the “previously reported financial statements”). As a result, the accompanying financial statements as of and for the year ended December 31, 2023, and related notes hereto, have been restated to correct the errors. The Restatement includes adjustments to Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds, Warrant liabilities, and Accumulated Deficit. The errors had no impact on the Company's previous financial statements as of and for the year ended December 31, 2022.

The impact of the correction of the misstatements is summarized below (in thousands):


	As of December 31, 2023
Corrected Consolidated Balance Sheets	As Previously Reported			Restatement Impact			As Restated
Warrant liabilities		—			76,211			76,211
Total liabilities		5,647			76,211			81,858
Common stock		24			—			24
Additional paid-in capital		326,586			—			326,586
Accumulated deficit		(243,191	)		(76,211	)		(319,402	)
Total Stockholders' Equity	$	83,419		$	(76,211	)	$	7,208


	For the Fiscal Year Ended December 31, 2023
Corrected Consolidated Statements of Operations and Comprehensive Loss	As Previously Reported			Restatement Impact			As Restated
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—		$	(76,211	)		(76,211	)
Net loss and comprehensive loss	$	(40,326	)	$	(76,211	)	$	(116,537	)
Net loss per share, basic and diluted	$	(1.64	)	$	(3.09	)	$	(4.73	)


	For the Fiscal Year Ended December 31, 2023
	Accumulated Deficit									Total Stockholders' Equity
Corrected Consolidated Statements of Stockholders' Equity	As Previously Reported			Restatement Impact			As Restated			As Previously Reported			Restatement Impact			As Restated
Balance as of December 31, 2022	$	(202,865	)	$	—		$	(202,865	)	$	84,183		$	—		$	84,183
Issuance of common stock and pre-funded warrants in connection with Securities Purchase Agreement, net of issuance costs		—			—			—			33,017			—			33,017
Issuance of common stock in connection with conversion of X1 non-voting convertible preferred stock		—			—			—			(1	)		—			(1	)
Issuance of common stock in connection with exercise of pre-funded warrants		—			—			—			1			—			1
Stock-based compensation		—			—			—			6,545			—			6,545
Net loss and comprehensive loss		(40,326	)		(76,211	)		(116,537	)		(40,326	)		(76,211	)		(116,537	)
Balance as of December 31, 2023	$	(243,191	)	$	(76,211	)	$	(319,402	)	$	83,419		$	(76,211	)	$	7,208


	For the Fiscal Year Ended December 31, 2023
Corrected Consolidated Statements of Cash Flows	As Previously Reported			Restatement Impact			As Restated
Net loss	$	(40,326	)	$	(76,211	)	$	(116,537	)
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			76,211			76,211
Net cash used in operating activities	$	(39,527	)	$	-		$	(39,527	)

Restatement of Interim Financial Information

The misstatements described above were also material to the Company's unaudited condensed consolidated financial statements as of and for the three and six months ended June 30, 2023 and as of and for the three and nine months ended September 30, 2023.The Company has restated its unaudited Condensed Consolidated Balance Sheets, Condensed Consolidated Statements of Operations and Comprehensive Loss, Condensed Consolidated Statements of Stockholders' Equity, and Condensed Consolidated Statements of Cash Flows for the quarterly and year to date periods ended June 30, 2023 and September 30, 2023.

The restated impact of the correction of the misstatements is summarized below (in thousands):


	As of September 30, 2023
Corrected Condensed Consolidated Balance Sheets (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Warrant liabilities		—			55,738			55,738
Total liabilities		4,734			55,738			60,472
Common stock		24			—			24
Additional paid-in capital		324,876			—			324,876
Accumulated deficit		(233,565	)		(55,738	)		(289,303	)
Total Stockholders' Equity	$	91,335		$	(55,738	)	$	35,597


	For the Three Months Ended September 30, 2023								For the Nine Months Ended September 30, 2023
Corrected Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	As Previously Reported			Restatement Impact		As Restated			As Previously Reported			Restatement Impact			As Restated
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			443		443			—			(55,738	)		(55,738	)
Net loss and comprehensive loss	$	(10,349	)	$	443	$	(9,906	)	$	(30,700	)	$	(55,738	)	$	(86,438	)
Net loss per share, basic and diluted	$	(0.35	)	$	0.02	$	(0.33	)	$	(1.35	)	$	(2.44	)	$	(3.79	)


	For the Nine Months Ended September 30, 2023
	Accumulated Deficit									Total Stockholders' Equity
Corrected Condensed Consolidated Statements of Stockholders' Equity (Unaudited)	As Previously Reported			Restatement Impact			As Restated			As Previously Reported			Restatement Impact			As Restated
Balance as of December 31, 2022	$	(202,865	)	$	—		$	(202,865	)	$	84,183		$	—		$	84,183
Stock-based compensation		—			—			—			1,381			—			1,381
Net loss and comprehensive loss		(10,772	)		—			(10,772	)		(10,772	)		—			(10,772	)
Balance as of March 31, 2023	$	(213,637	)	$	—		$	(213,637	)	$	74,792		$	—		$	74,792
Issuance of common stock and pre-funded warrants in connection with Securities Purchase Agreement, net of issuance costs		—			—			—			33,017			—			33,017
Stock-based compensation		—			—			—			1,720			—			1,720
Net loss and comprehensive loss		(9,579	)		(56,181	)		(65,760	)		(9,579	)		(56,181	)		(65,760	)
Balance as of June 30, 2023	$	(223,216	)	$	(56,181	)	$	(279,397	)	$	99,949		$	(56,181	)	$	43,768
Stock-based compensation		—			—			—			1,734			—			1,734
Net loss and comprehensive loss		(10,349	)		443			(9,906	)		(10,349	)		443			(9,906	)
Balance as of September 30, 2023	$	(233,565	)	$	(55,738	)	$	(289,303	)	$	91,335		$	(55,738	)	$	35,597


	For the Nine Months September 30, 2023
Corrected Condensed Consolidated Statements of Cash Flows (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Net loss	$	(30,700	)	$	(55,738	)	$	(86,438	)
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			55,738			55,738
Net cash used in operating activities	$	(30,396	)	$	—		$	(30,396	)


	As of June 30, 2023
Corrected Condensed Consolidated Balance Sheets (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Warrant liabilities		—			56,181			56,181
Total liabilities		6,836			56,181			63,017
Common stock		23			—			23
Additional paid-in capital		323,142			—			323,142
Accumulated deficit		(223,216	)		(56,181	)		(279,397	)
Total Stockholders' Equity	$	99,949		$	(56,181	)	$	43,768


	For the Three Months Ended June 30, 2023									For the Six Months Ended June 30, 2023
Corrected Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	As Previously Reported			Restatement Impact			As Restated			As Previously Reported			Restatement Impact			As Restated
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			(56,181	)		(56,181	)		—			(56,181	)		(56,181	)
Net loss and comprehensive loss	$	(9,579	)	$	(56,181	)	$	(65,760	)	$	(20,351	)	$	(56,181	)	$	(76,532	)
Net loss per share, basic and diluted	$	(0.40	)	$	(2.34	)	$	(2.74	)	$	(1.06	)	$	(2.93	)	$	(3.99	)


	For the Six Months Ended June 30, 2023
	Accumulated Deficit									Total Stockholders' Equity
Corrected Condensed Consolidated Statements of Stockholders' Equity (Unaudited)	As Previously Reported			Restatement Impact			As Restated			As Previously Reported			Restatement Impact			As Restated
Balance as of December 31, 2022	$	(202,865	)	$	—		$	(202,865	)	$	84,183		$	—		$	84,183
Stock-based compensation		—			—			—			1,381			—			1,381
Net loss and comprehensive loss		(10,772	)		—			(10,772	)		(10,772	)		—			(10,772	)
Balance as of March 31, 2023	$	(213,637	)	$	—		$	(213,637	)	$	74,792		$	—		$	74,792
Issuance of common stock and pre-funded warrants in connection with Securities Purchase Agreement, net of issuance costs		—			—			—			33,017			—			33,017
Stock-based compensation		—			—			—			1,720			—			1,720
Net loss and comprehensive loss		(9,579	)		(56,181	)		(65,760	)		(9,579	)		(56,181	)		(65,760	)
Balance as of June 30, 2023	$	(223,216	)	$	(56,181	)	$	(279,397	)	$	99,949		$	(56,181	)	$	43,768


	For the Six Months Ended June 30, 2023
Corrected Condensed Consolidated Statements of Cash Flows (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Net loss	$	(20,351	)	$	(56,181	)	$	(76,532	)
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			56,181			56,181
Net cash used in operating activities	$	(18,145	)	$	—		$	(18,145	)